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Union Resources LTD (URL)

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Tuesday 26 June, 2007

Union Resources LTD

Share Purchase Plan Offer

                            Union Resources Limited                            

                            Share Purchase Plan Offer

On 13 June 2007 the Company announced to the Market that it had established a
new Share Purchase Plan ("the Plan"), and that it would make an offer under the
Plan to the Company's eligible Australian and New Zealand-resident

The Company is pleased to provide eligible shareholders the opportunity to
participate in an offer of fully paid shares in the Company under the Plan.
Eligible shareholders are all shareholders whose address (as recorded in the
Company's register of members) as at 5.00pm on Wednesday 20 June 2007 was in
Australia or New Zealand. If your registered address is outside Australia or
New Zealand this letter (and not the enclosures referred to) has been sent to
you for information purposes only.

The timetable for the offer is as follows:

                    Event                                  Date            
Announce Share Purchase Plan to ASX/AIM        13 June 2007 (Wednesday)    
Record Date                                    20 June 2007 (Wednesday)    
(to identify eligible shareholders entitled to                             
participate in the offer under the Plan)                                   
Opening Date                                   26 June 2007 (Tuesday)      
Despatch of Offer to eligible shareholders     26 June 2007 (Tuesday)      
Closing Date                                   18 July 2007 (Wednesday)    
Allot & Issue Shares by                        1 August 2007 (Wednesday)   
Apply to ASX for quotation of shares by        15 August 2007 (Wednesday)  

Shares are being offered to eligible shareholders at the price of 2.7 cents per
share. Eligible shareholders, irrespective of the size of their shareholdings,
may apply for up to A$5,000 worth of shares, in any one of the following

     Cost (A$)   Number of Shares   
1    5,000.00    185,186            
2    3,000.00    111,112            
3    1,000.00    37,038             

The Company is seeking to raise a maximum of A$3 million from the offer through
the issue of up to approximately 111,111,112 shares. The Company intends to use
the funds for the purposes described in the information sheet enclosed with
this letter and as previously announced on 13 June 2007. The Company reserves
the right to scale back, on a pro-rata basis, allocations to applicants if the
total number of shares applied for exceeds the maximum number proposed to be

The issue price of 2.7 cents per share represents an approximate 8% discount to
the average closing price of the Company's shares on ASX over the 5 trading
days preceding the date of the announcement to the Market of the offer under
the Plan (13 June 2007). No transaction fees or brokerage are payable by
eligible shareholders.

The terms and conditions of this offer under the Plan are set out in the "Union
Resources Limited Share Purchase Plan Terms and Conditions" which will be
distributed to eligible Australian and New Zealand-resident shareholders in due
course. By applying for shares under the Plan you agree to be bound by the
Terms and Conditions. Also enclosed will be a "Share Purchase Plan Application
Form". Please ensure you read both documents carefully before applying for
shares. If you are still in any doubt, please contact an appropriate
professional advisor.

This announcement should be read in conjunction with the Company's announcement
to the ASX and the London Stock Exchange of 13 June 2007 which contains details
of the proposed use of funds to be raised from the current offer, and an update
on the Mehdiabad Zinc-Silver-Lead Project.

Those of the Company's directors who are eligible to participate in the Plan
have indicated their intention to do so.

This offer closes on Wednesday 18 July 2007, although the closing date may be
extended and/or late applications accepted at the discretion of the Company's

Yours Sincerely


James Collins-Taylor


For further information contact:

Australia: Union Resources Limited
Dr Frank Reid/John Lemon
Phone: +61 7 3833 3833
Email: [email protected]

London: Hanson Westhouse Limited
Bill Staple or Martin Davison
0207 7601 6100

London: Bankside Consultants
Simon Rothschild/Louise Mason
0207 367 8888


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