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Tawana Resources NL - Issue Of Bonus Share Options To Shareholders Of Tawana

Release Date: 15/11/2005 07:46:09      Code(s): TAW
Tawana Resources NL - Issue Of Bonus Share Options To Shareholders Of Tawana    
Tawana Resources NL                                                             
(Incorporated in Australia)                                                     
(Registration number ACN 085 166 721)                                           
Share code on the JSE Limited: TAW    ISIN: AU000000TAW7                        
Share code on the Australian Stock Exchange Limited: TAW    ISIN: AU000000TAW7  
("Tawana" or "the Company")                                                     
ISSUE OF BONUS SHARE OPTIONS TO SHAREHOLDERS OF TAWANA                          
1. Introduction                                                                 
Tawana, the securities of which are listed on the Australian Stock Exchange     
("the ASX") and which secondary listed on the JSE Limited ("the JSE") on Monday,
14 November 2005, advised in its Pre-listing Statement of 3 November 2005 ("Pre-
listing Statement") that it is to proceed with the issue of bonus share options 
("share options") to shareholders.                                              
The issue of the share options will take place to all Australian, South African 
and other shareholders recorded in the respective registers and sub-registers of
the Company at the close of trading on the ASX and JSE, respectively, on        
Thursday, 15 December 2005 ("Record Date").   The share options will be issued  
on a 1- for 3 shares held basis ("Share Option Issue").                         
The purpose of this announcement is to provide South African shareholders with  
detailed information regarding the Share Option Issue.                          
2. Rationale for and proceeds of the Share Option Issue                         
As advised in the Pre-listing Statement, proceeds, net of associated costs from 
the exercise by South African shareholders of share options, will be retained   
and utilised by Tawana Resources (SA) (Proprietary) Limited, Tawana"s wholly-   
owned South African subsidiary to, inter alia:                                  
* fund, and to substantially upgrade the envisaged future production of the     
Company"s Kareevlei Wes Kimberlite Project and Tawana Alluvial Project situated 
respectively in the Kimberely Region and Limeacres District of South Africa; and
* maintain future exploration momentum, including participation in the group"s  
joint venture with BHP Billiton World Exploration Inc on the Daniel Kimberlite  
Project situated in the Limeacres District of South Africa.                     
Proceeds of share options exercised by non - South African shareholders will    
also primarily be directed towards the aforementioned objectives.               
3. Details of the Share Option Issue                                            
Details of the Share Option Issue are as follows:                               
   Issue ratio:           1 share option for every 3 shares held at             
                          the Record Date.1                                     
   Exercise date:         Exercise of share options may take place at           
any time on or prior to 30 April 2008. 2              
   Exercise price:        R5, 00. 3                                             
Notes:                                                                          
1. Eligible shareholders will receive share options based on a shareholder"s    
holding of shares at the Record Date, divided by a factor of three rounded down 
to the nearest whole number.   No fractional entitlements to share options will 
accrue or be allocated.                                                         
2. Share options may be exercised at any time on or prior to 30 April 2008.  A  
share option holder must notify his/her broker or Central Securities Depository 
Participant ("CSDP"), in accordance with the terms of the engagement mandate    
concluded between such share option holder and the broker or CSDP, of an        
intention to exercise.                                                          
3. The Australian share option exercise price has been determined at A$1,00.    
For South African holders of share options, the directors of Tawana have        
determined the share option exercise price to be R5, 00.                        
4. South African Reserve Bank approval and settlement of share option exercise  
price                                                                           
The approval of the South African Reserve Bank has been obtained for South      
African resident shareholders of Tawana to participate in the Share Option      
Offer.                                                                          
On exercise by South African holders of share options, settlement of the        
aggregate share option exercise price due must take place in South African      
currency through the broker or CSDP of such option holders.  The broker or CSDP,
as the case may be, will then notify Tawana of such exercise and receipt of     
funds and the relevant share option holder will then have his/her share account 
credited with the relevant number of Tawana shares.                             
5. Listing of the share options on the JSE and trading                          
The JSE has agreed to the listing of the share options from the commencement of 
trading on the JSE on Friday, 9 December 2005.  Trading will commence on the JSE
on the same date.                                                               
The precise number of share options to be listed on the JSE and the ASX, and    
applicable JSE share code, will be advised as soon as practicably possible.     
It is the responsibility of shareholders to determine their allocation          
entitlement to share options in accordance with the share option issue ratio    
referred to in paragraph 3 above prior to entertaining any trading in share     
options.   Shareholders trading in share options prior to their official        
notification by the Company, or its duly nominated representative, do so at     
their own risk.                                                                 
6. General terms attaching to the share options                                 
General terms relevant to the share options are, inter alia, as follows:        
* shares issued on exercised share options will rank pari passu in all respects 
with the other shares in issue in Tawana;                                       
* the share options, themselves, do not convey the right to participate in      
future issues of share options, shares, or dividends;                           
* in the event of any Company reconstruction (including, inter alia, a          
consolidation, sub-division, reduction or return) of the issued share capital of
Tawana, the rights of option holders will be changed to the extent necessary to 
effect such reconstruction; and                                                 
* no voting or dividend rights attach to the share options.                     
7. Important dates and times                                                    
The following dates and times are pertinent to the Share Option Issue:          
2005                                                                            
Last day to trade in Tawana shares on the JSE in                              
  order to be entitled to participate in the Share   Thursday, 8 December       
  Option Issue                                                                  
  Tawana shares on the JSE trade ex-entitlement to                              
participate in the Share Option Issue              Friday, 9 December         
  Share options listed on the JSE from the           Friday, 9 December         
  commencement of trade                                                         
  Record date for determination of shareholders of   Thursday, 15 December      
Tawana entitled to participate in the Share                                   
  Option Issue, at close of trading on the JSE                                  
  Allocation and issue of share options implemented                             
                                                     Monday, 19 December        
Eligible Tawana shareholders expected to have                                 
  their safe custody accounts held at their CSDP or  Monday, 19 December        
  broker credited with their share option                                       
  entitlement                                                                   
Notes:                                                                          
* All or any of the above dates are subject to change.  Any such change will be 
released on the Securities Exchange News Service of the JSE and published in the
press.                                                                          
* Shareholders are advised that trading in shares and share options in Tawana is
settled within the STRATE environment five business days following a trade.     
* No dematerialisation or rematerialisation of Tawana share certificates may    
take place between Friday, 9 December 2005 and Thursday, 15 December 2005, both 
days inclusive.                                                                 
Representative Office:                                                          
Kimberley                                                                       
15 November 2005                                                                
Corporate adviser and sponsor         Attorneys                                 
PricewaterhouseCoopers Corporate      Adrian B Horwitz & Associates             
Finance                                                                         
Date: 15/11/2005 07:46:19 AM Supplied by www.sharenet.co.za                     
Produced by the JSE SENS Department                                             
                                                                                
                                                                                
                                                                                



                                        
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