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TAW - Tawana - Significant Deal Restructures BEE Relationship

Release Date: 11/09/2008 08:55:23      Code(s): TAW
TAW - Tawana - Significant Deal Restructures BEE Relationship                   
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")                                                     
11 September 2008                                                               
Significant deal restructures BEE relationship                                  
Capital injection via equity swap                                               
Company poised for strategic growth with key partners in the South African      
mining industry                                                                 
-    Tawana restructures relationship with its Empowerment Partner Seven Falls; 
-    Agreement to convert Seven Falls equity in South African projects into     
equity in Tawana;                                                               
-    Tawana to hold 100% of Kareevlei, Tawana Alluvials, Daniel Kimberlite and  
Perdevlei Projects;                                                             
-    The Directors of Tawana are pleased to advise that agreement has been      
reached with Tawana`s South African  Empowerment Partner, Seven Falls Trading   
155 (Pty) Limited ("Seven Falls"), a subsidiary of Motjoli Resources (Pty) Ltd  
("Motjoli"), to restructure the relationship between the two Companies.         
In April 2005 Tawana and Seven Falls entered into a Joint Venture Agreement in  
terms of which Tawana sold Seven Falls 26% of the Kareevlei, Tawana Alluvials,  
Daniel Kimberlite and Perdevlei projects in South Africa ("Projects").          
Seven Falls has agreed to convert its equity in the Projects into an 8%         
unencumbered share of Tawana`s current issued capital.                          
This will be achieved by converting Seven Falls` net value in the Projects into 
Tawana shares at Rand 0.45 (i.e A$ 0.07) per share. The ultimate transaction    
requires Tawana to issue 9,375,720 fully paid ordinary Tawana shares to Seven   
Falls.  Seven Falls settled the historical exploration loan of A$675,000 from   
Tawana on 2 September 2008.                                                     
Tawana will issue 6,000,000 of the shares due to Seven Falls immediately (under 
ASX Listing Rule 7.1) and the remaining 3,375,720 will be issued subject to     
shareholder approval.                                                           
As a result of the restructure, Tawana will hold 100% equity in the Projects,   
which will benefit all shareholders in future revenue distributions, and will   
enable Tawana to seek specialist Joint Venture partners for specific projects   
such as the Tawana Alluvials.                                                   
Seven Falls` shareholders will benefit from the restructure by exposure to all  
of Tawana`s projects, including St Augustine and Lexshell in South Africa, Orapa
and Borolong/Moshaiwa in Botswana, and Flinders Island/Venus Bay and the        
Debeers/Tawana strategic alliance in Australia.                                 
Seven Falls` shareholder, Motjoli, is an emerging company with assets in various
mineral sectors spanning exploration, mining and processing. The company`s      
business is predominantly focused on coal and diamonds.                         
Motjoli and Seven Falls are both chaired by Mr. Nchakha Moloi who is the co-    
founder of Motjoli with CEO Ms. Nonkqubela Mazwai.  Mr. Moloi was formerly a    
Deputy Director General in the South African Department of Minerals and Energy  
where he played a key role in the formulation of mining sector reform policies. 
Currently he is a Director of the Minerals and Mining Development Board and of a
number of mining companies.                                                     
Ms. Nonkqubela Mazwai has extensive experience in the public and private sectors
of the South African mining industry.  She is a former deputy managing director 
of Coal of Africa Ltd., and a director of a number of companies.                
Mr Moloi and Ms Mazwai are the principal shareholders in Motjoli which is 100%  
black owned and controlled.                                                     
Managing Director, Wolf Marx, commenting on the transaction, said               
"This acquisition of a direct stake in Tawana by Seven Falls coming so soon     
after the acquisition by Basetsana Kumalo`s group of a significant interest in  
our company is very exciting. Both transactions have enabled Tawana to unlock   
some of the value in its assets and both reflect a growing interest and         
confidence in our company by discerning South African investors. We look forward
to working closely with Nchakha Moloi and Nonkqubela Mazwai, two exceptionally  
talented executives whose involvement into the future unfolds a new page for    
Tawana in South Africa."                                                        
Tawana will now move to arrange a General Meeting of Shareholders to secure     
approval for the issue of shares to complete the Seven Falls transaction.       
Wolf Marx                                                                       
Tel. +61 3 98635222                                                             
Mob: +61 428 398 446                                                            
Email: wolf.marx@tawana.com.au                                                  
PricewaterhouseCoopers Corporate Finance (Pty) Ltd                              
Date: 11/09/2008 08:55:23 Supplied by www.sharenet.co.za                     
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