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Union Resources LTD (URL)

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Thursday 09 August, 2007

Union Resources LTD

Issue of Equity

9 August 2007

                            Union Resources Limited                            

The following announcement relates to the issue of shares by Union Resources
Limited. Please note that the number of ordinary shares issued under the Share
Purchase Plan was 15,111,239 and not 15,111,096 as disclosed in the
notification issued on 7 August 2007.

                                               Rule 2.7, 3.10.3, 3.10.4, 3.10.5

                                  Appendix 3B                                  

                            New issue announcement,                            
              application for quotation of additional securities               
                                 and agreement                                 

Information or documents not available now must be given to ASX as soon as
available. Information and documents given to ASX become ASX's property and may
be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/
2001, 11/3/2002, 1/1/2003.

Name of entity                                                          
Union Resources Limited                                                 

40 002 118 872                

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough

1    +Class of +securities issued or                    Ordinary shares ("UCL")                   
     to be issued                                                              
2    Number of +securities issued or                    15,112,039                                
     to be issued (if known) or                                                
     maximum number which may be                                               
3    Principal terms of the                             Fully paid                                
     +securities (eg, if options,                                              
     exercise price and expiry date;                                           
     if partly paid +securities, the                                           
     amount outstanding and due                                                
     dates for payment; if                                                     
     +convertible securities, the                                              
     conversion price and dates for                                            
4    Do the +securities rank equally                   Yes                                       
     in all respects from the date                                             
     of allotment with an existing                                             
     +class of quoted +securities?                                             
     If the additional securities do                                           
     not rank equally, please state:                                           
       * the date from which they do                                           
       * the extent to which they                                              
         participate for the next                                              
         dividend, (in the case of a                                           
         trust, distribution) or                                               
         interest payment                                                      
       * the extent to which they do                                           
         not rank equally, other                                               
         than in relation to the                                               
         next dividend, distribution                                           
         or interest payment                                                   
5    Issue price or consideration                    1. 800 shares issued upon exercise of    
                                                        options -$0.10 per share;             
                                                     2. 15,111,239 shares issued under Share  
                                                        Purchase Plan - $0.027 per share.     
6    Purpose of the issue                            1. 800 shares - exercise of options      
     (If issued as consideration for                 2. 15,111,239 shares - issued under Share
     the acquisition of assets,                         Purchase Plan                         
     clearly identify those assets)                                            
7    Dates of entering +securities                  1. 800 shares - 3 August 2007            
     into uncertificated holdings or                                           
     despatch of certificates                       2. 15,111,239 shares - 8 August 2007    
                                                    Number                 +Class             
8    Number and +class of all                       792,284,766            Ordinary shares    
     +securities quoted on ASX                                             (UCL) 
     (including the securities in                          
     clause 2 if applicable)                        246,040,340            Options to acquire 
                                                                           ordinary shares, exercisable at
                                                                           $0.0982 each on or before 31/03/09 (UCLOA) 
                                                    264,428,911            Options to acquire ordinary 
                                                                           shares, exercisable at     
                                                                           $0.10 each on or   
                                                                           before 31/03/09  (UCLOB)            
9    Number and +class of all                       90,000,000             Options to acquire  
     +securities not quoted on ASX                                         ordinary shares,    
     (including the securities in                                          exercisable at      
     clause 2 if applicable)                                               $0.075 each on or   
                                                                           before 31/03/09     
10   Dividend policy (in the case of                                       N/A                                       
     a trust, distribution policy)                                             
     on the increased capital                                                  

Part 2 - Bonus issue or pro rata issue

11  Is security holder approval                                                
12  Is the issue renounceable or                                               
13  Ratio in which the +securities will                                        
    be offered                                                                 

14  +Class of +securities to which                                      
    the offer relates                                                   
15  +Record date to determine                                           
16  Will holdings on different                                          
    registers (or subregisters) be                                      
    aggregated for calculating                                          
17  Policy for deciding entitlements                                    
    in relation to fractions                                            
18  Names of countries in which the                                     
    entity has +security holders who                                    
    will not be sent new issue                                          
    Note: Security holders must be                                      
    told how their entitlements are                                     
    to be dealt with.                                                   
    Cross reference: rule 7.7.                                          
19  Closing date for receipt of                                         
    acceptances or renunciations                                        
20  Names of any underwriters                                           
21  Amount of any underwriting fee                                      
    or commission                                                       
22  Names of any brokers to the                                         
23  Fee or commission payable to the                                    
    broker to the issue                                                 
24  Amount of any handling fee                                          
    payable to brokers who lodge                                        
    acceptances or renunciations on                                     
    behalf of +security holders                                         
25  If the issue is contingent on                                       
    +security holders' approval, the                                    
    date of the meeting                                                 
26  Date entitlement and acceptance                                     
    form and prospectus or Product                                      
    Disclosure Statement will be                                        
    sent to persons entitled                                            
27  If the entity has issued                                            
    options, and the terms entitle                                      
    option holders to participate on                                    
    exercise, the date on which                                         
    notices will be sent to option                                      
28  Date rights trading will begin                                      
    (if applicable)                                                     
29  Date rights trading will end                                        
    (if applicable)                                                     
30  How do +security holders sell                                       
    their entitlements in full                                          
    through a broker?                                                   
31  How do +security holders sell                                       
    part of their entitlements                                          
    through a broker and accept for                                     
    the balance?                                                        
32  How do +security holders                                            
    dispose of their entitlements                                       
    (except by sale through a                                           
33  +Despatch date                                                      

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of

34  Type of securities                                                  
    (tick one)                                                          
(a)    X    Securities described in Part 1                               

(b)        All other securities                                         
           Example: restricted securities at the end of the escrowed    
           period, partly paid securities that become fully paid,       
           employee incentive share securities when restriction ends,   
           securities issued on expiry or conversion of convertible     

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

(If the additional securities do not form a new class, go to 43)

Tick to indicate you are providing                                     
the information or documents                                           

35  X     If the +securities are +equity securities, the names of the 
          20 largest holders of the additional +securities, and the   
          number and percentage of additional +securities held by     
          those holders                                               
36        If the +securities are +equity securities, a distribution   
          schedule of the additional +securities setting out the      
          number of holders in the categories                         
          1 - 1,000                                                   
          1,001 - 5,000                                               
          5,001 - 10,000                                              
          10,001 - 100,000                                            
          100,001 and over                                            
37        A copy of any trust deed for the additional +securities     

(now go to 43)

Entities that have ticked box 34(b)

38  Number of securities for which                                    
    +quotation is sought                                              
39  Class of +securities for which                                    
    quotation is sought                                               
40  Do the +securities rank equally in                                
    all respects from the date of                                     
    allotment with an existing +class                                 
    of quoted +securities?                                            
    If the additional securities do not                               
    rank equally, please state:                                       
      * the date from which they do                                   
      * the extent to which they                                      
        participate for the next                                      
        dividend, (in the case of a                                   
        trust, distribution) or                                       
        interest payment                                              
      * the extent to which they do not                               
        rank equally, other than in                                   
        relation to the next dividend,                                
        distribution or interest                                      
41  Reason for request for quotation                                  
    Example: In the case of restricted                                
    securities, end of restriction                                    
    (if issued upon conversion of                                     
    another security, clearly identify                                
    that other security)                                              

                                                              Number               +Class        
42  Number and +class of all +securities                                       
    quoted on ASX (including the securities                                    
    in clause 38)                                                              

Quotation agreement

1 +Quotation of our additional +securities is in ASX's absolute discretion. ASX
may quote the +securities on any conditions it decides.

2 We warrant the following to ASX.

  * The issue of the +securities to be quoted complies with the law and is not
    for an illegal purpose
  * There is no reason why those +securities should not be granted +quotation.
  * An offer of the +securities for sale within 12 months after their issue
    will not require disclosure under section 707(3) or section 1012C(6) of the
    Corporations Act.
Note: An entity may need to obtain appropriate warranties from subscribers for
the securities in order to be able to give this warranty.

  * Section 724 or section 1016E of the Corporations Act does not apply to any
    applications received by us in relation to any +securities to be quoted and
    that no-one has any right to return any +securities to be quoted under
    sections 737, 738 or 1016F of the Corporations Act at the time that we
    request that the +securities be quoted.
  * We warrant that if confirmation is required under section 1017F of the
    Corporations Act in relation to the +securities to be quoted, it has been
    provided at the time that we request that the securities be quoted.
  * If we are a trust, we warrant that no person has the right to return the
    +securities to be quoted under section 1019B of the Corporations Act at the
    time that we request that the +securities be quoted.
 3. We will indemnify ASX to the fullest extent permitted by law in respect of
    any claim, action or expense arising from or connected with any breach of
    the warranties in this agreement.
4. We give ASX the information and documents required by this form. If any
   information or document not available now, will give it to ASX before
   +quotation of the +securities begins. We acknowledge that ASX is relying on the
   information and documents. We warrant that they are (will be) true and

Date: 9 August 2007

Company Secretary

John Lemon

For further information contact:

Australia:                Union Resources Limited
                          Dr Frank Reid
                          Managing Director
                          Phone:          +61 07 3833 3833

London:                   Hanson Westhouse Limited
                          Bill Staple or Martin Davison
                          Phone:          020 7601 6100

                          Bankside Consultants
                          Simon Rothschild or Louise Mason
                          Phone:           020 7367 8888


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