1. A.C.N. 112 032 956
Information Memorandum

2. Contents
Disclaimer 1
Investment Overview 2
Chairman’s Letter 3
Existing Capital Structure 4
Purpose of this Issue 5
Rights Attaching to Shares 3
Dividend Policy 5
Initial Public Offering 5
Directors 6
Instructions to Applicants 8
Project Overview 9
Tungsten Market Overview 11
Molybdenum Market Overview 13
Watershed Project 15
Mt Mulgine Project 19
Mt Alexander Project 24
Schedule of Tenements 29
General and Specific Risks 30
Application Form 31

3. DISCLAIMER
The information contained in this Information Memorandum or subsequently provided to the Recipient of this Information
Memorandum, whether orally or in writing by or on behalf of Vital Metals Limited or its officers, employees, agents or con-
sultants ('Information') is provided to the Recipients on the terms and conditions set out in this notice. The Recipient
should not treat the contents of this Memorandum as advice relating to legal, taxation or investment matters and should
consult its own professional advisors. This Memorandum includes certain statements, estimates and projections that rely
upon various assumptions. Those assumptions may or may not prove to be correct. The Memorandum does not purport
to contain all the information that a prospective investor may require. The Information may not be appropriate for all per-
sons and it is not possible for Vital Metals Limited to have regard to the investment objectives, financial situation, and par-
ticular needs of each Recipient who reads or uses this Information. In all cases, before acting in reliance on any Information,
the Recipient should conduct their own investigation and analysis in relation to the business opportunity and should check
the accuracy, reliability, and completeness of the Information and obtain independent and specific advice from appropriate
professional advisors.
The Information is subject to clarification and change and Vital Metals Limited may in its absolute discretion, but without
being under any obligation to do so, update, amend or supplement the Information. This Information Memorandum is not,
and should not be construed to be, any form of a Prospectus or other disclosure document as required by section 708 of
the Corporations Act.
To the maximum extent permitted by law, no representation, warranty or undertaking, express or implied, is made and, to
the maximum extent permitted by law, no responsibility or liability is accepted by Vital Metals Limited or any of its officers,
employees, agents or consultants or any other person as to the adequacy, accuracy, completeness or reasonableness of this
Information Memorandum. To the maximum extent permitted by law, no responsibility for any errors or omissions from
this Information Memorandum whether arising out of negligence or otherwise is accepted.
An investment in the securities offered by this Information Memorandum is to be considered speculative. Liquidity in the
securities cannot be guaranteed by Vital Metals Limited and any offer for sale of the securities must be made in accordance
with the Corporations Act and any other applicable laws.
1

4. Vital Metals Limited
Investment Overview
Prospective Investors should read this section in conjunction with all information contained in
the Information Memorandum
Status: Unlisted Public Company
Sector: Materials
Industry : Metals & Mining
Capital Structure
Directors
William J Ryan Executive Chairman
Mark A McAuliffe Non-Executive Director
D Ross Kennedy Non-Executive Director
Andrew V Simpson Non-Executive Director
Colin J Hunter Non-Executive Director
Metals of Interest
Tungsten
Molybdenum
Vital Metals Limited is a newly formed company intending to seek a
listing on the Australian Stock Exchange.
The company is focused on exploring and evaluating tungsten and
molybdenum projects located in Western Australia and Queensland.
The projects range from greenfields exploration properties to ad-
vanced-stage evaluation targets.
An experienced, technically strong Board of Directors bring a range of
skills and experience essential for the timely evaluation of the pro-
jects.
Timing is opportune, with the current tungsten and molybdenum
prices at strong levels and a supply shortfall likely to continue for sev-
eral years.
The Watershed tungsten Project in Northern Queensland is an ad-
vance stage evaluation project with potential short lead time to feasi-
bility. Vital Metals shall acquire 100 per cent of the Watershed Project
from the current tenement holders.
Vital Metals has compiled historic data for the Watershed Project and
is well advanced in modeling the deposit for the purpose of a Mineral
Resource Estimate.
Mount Mulgine is a tungsten-molybdenum project in the mid-west of
Western Australia that has been subject to considerable exploration
and evaluation over a period of more than 30 years. Vital Metals can
earn an interest of up to 70 per cent in the Mt Mulgine Project.
The current holders of the Mt Mulgine Project have completed an
exhaustive review and compilation of historic data and have estimated
a substantial Mineral Resource. Optimisation studies by the current
project owners suggests an economically viable operation may be pos-
sible at the current tungsten price.
The Mount Alexander Project in north west Western Australia con-
tains a number of areas of interest, with indications of high grade
tungsten mineralisation. Vital Metals will acquire a 100 per cent inter-
est in the tenements comprising the Mt Alexander Project.
Metallurgical testwork completed by past workers on samples from
the Mt Alexander and Mt Mulgine projects indicate a satisfactory con-
centrate can be produced using conventional methods.
Seed Capital share price 0.10
Shares on issue 7.8 m
Options on issue 2.83 m
Maximum shares this issue 3 m
Options this issue nil
Maximum proceeds this issue $300,000
2

5. Chairman’s Letter
Dear Investor,
The past eighteen months has seen large and sustained increases in the prices of most metals, with the most obvious beneficiaries being
iron ore, nickel and copper.
This phenomenon has, at least partially, been attributed to the long-awaited emergence and growth of the world’s most populous nation,
China, but it is also a result of resurgent growth in the established world economies, the industrialization of India and the recognition
that there are real cost factors in the production of minerals that can no longer be absorbed by cost cutting, new technologies and im-
proved operational efficiencies.
The situation is exacerbated by serious limitations on supply due to the modest number of new mines ‘in the pipeline’; an inevitable re-
sult of severely reduced spending on exploration for new deposits of metals over the past twenty years.
While some have viewed these price improvements as a temporary situation and investors, understandably, have treated them with
caution, there are growing indications and predictions that this trend is part of a new wave of growth in the demand and price for most
metals.
There is strong evidence that most metal prices have moved to higher ‘base’ levels over the long term and that the downward trend, so
evident over the past thirty years, is being reversed.
It is against this background that Vital Metals Ltd has been formed to take advantage of some existing, but less obvious opportunities in
mineral exploration and development.
Whilst the price improvements in iron ore (more than 50 per cent), nickel (almost 100 per cent) and copper have received wide atten-
tion, the trend in the price of some of the other metals, widely used as steel additives and in other specialized applications, is less well
known. One such metal is tungsten.
Tungsten is widely used (up to 90 per cent of all production) in “hard metals”; specifically tools and inserts; wear parts and dies; tool
steels; super alloys and heavy duty mining and construction equipment.
World production has been dominated by China for the past thirty five years to the extent of 85 per cent of all output. As a result of
the current growth in China, ‘cheap’ production has now ceased and China is severely limiting exports of all tungsten raw materials and
intermediates.
The result is a widening gap between demand and supply, based on current production levels, which is forecast to increase from 1755
tonnes in 2003 (3.6 per cent of world production) to 11,000 tonnes in 2010 (23 per cent). The price for tungsten (in the form of the
traded intermediate ammonium paratungstate - APT) has risen very substantially, from US$55 per metric tonne unit (mtu) in 2003 to
US$120 per mtu in February 2005. Further increases are possible and even probable according to the Tungsten Market Overview re-
port included in this Memorandum.
The price trend for molybdenum, which sometimes occurs with tungsten, has been even more spectacular, rising from around US$5 per
pound in recent years to a current level of over US$30.
Vital Metals Ltd has acquired the rights to three outstanding properties which are known to host significant tungsten mineralisation and,
in two cases, strong evidence of molybdenum credits.
The most advanced property, situated in far North Queensland, is the Watershed deposit. Watershed was discovered in 1978 by Utah
Development and explored further by GeoPeko in the 1980’s, but was put in abeyance in 1982 due to very low tungsten prices. It is a
very large, low-grade deposit of scheelite, with substantial defined resources, although the method of calculation pre-dates the JORC
Code and is under review by Vital at present. Watershed is an advanced stage project ready to move to pre-feasibility level immediately.
The other two projects are situated in Western Australia; the Mt Alexander/Love’s Find property, some 250 kilometers south of Kar-
ratha, which has extensive indications of scheelite, with possible molybdenum credits, and the enigmatic Mount Mulgine project, located
less than 400 kilometres north of Perth.
Mt Mulgine was explored by a multitude of companies in the period 1960 to 1980 and has the potential for large tonnages of lower
grade tungsten and molybdenum mineralisation. Vital believes that Mt Mulgine constitutes an exciting prospect and warrants an entirely
new approach, both from the exploration and processing view.
The directors of Vital are all well experienced in the mid-sized mining and exploration industry and have strong and diverse technical
backgrounds, including Corporate and Project Management, Exploration and Mine Geology, Metallurgy, Legal and Corporate Govern-
ance and Metal and Minerals Marketing.
This Information Memorandum has been prepared to raise funds of between $200,000 and $300,000, in addition to the $190,000 already
raised, to continue the evaluation work on these three excellent properties and to finalise the preparations for a public listing of the
company as early as possible. Prospective investors should take time to read the Important Information and Disclaimer in the front
section of this Memorandum.
William J Ryan
Chairman
3

6. Existing Capital Structure
The Company currently has the following ordinary fully paid
Shares on issue:
The Company currently has on issue the following Options to
acquire ordinary fully paid Shares at 20c per share on or before
30 June 2008; the options being issued for nil consideration:
(1) Contributed Equity consists of:
Purpose of this Issue
The purpose of the Share issue is to:
• Progress an intended listing of the Company’s securities on
the Australian Stock Exchange.
• General working capital.
Details of this Issue
Under this Information Memorandum, it is the intention of the
Company to raise between $200,000 and $300,000 by the issue
of two million to three million ordinary fully paid shares at an
issue price of $ 0.10 each (“seed capital”).
Details of the issue are summarised as follows;
Application of Funds
The approximate application of funds is as follows:
Indicative Timetable
This offer is open from 10 March 2004 and will close at the dis-
cretion of the directors. The offer is subject to the "small scale
offerings" rule as set out in sections 708(1) to (7) of the Corpora-
tions Act 2001.
Name Number
of Shares
%
William J Ryan 5,000,000 64.10
D. Ross Kennedy 400,000 5.13
Andrew V Simpson 400,000 5.13
Colin J Hunter 400,000 5.13
Mark A McCauliffe 400,000 5.13
Ross J Arancini 200,000 2.56
Total 7,800,000 100
Other 1,000,000 12.82
Name Number
of Options
%
William J Ryan 500,000 17.67
Donald R Kennedy 500,000 17.67
Andrew V Simpson 500,000 17.67
Colin J Hunter 500,000 17.67
Mark A McCauliffe 500,000 17.67
Ross J Arancini 300,000 10.60
Total 2,830,000 100
Other 30,000 1.06
Independent Geologist Report $ 40,000
Independent Solicitor Report $ 30,000
Investigating Accountant Report $ 15,000
General Prospectus compilation $ 50,000
Total $ 300,000
Working Capital $ 165,000
Maximum number of Shares to be issued 3,000,000
Issue Price of Shares $ 0.10
Maximum proceeds this Share issue $ 300,000
4
5,000,000 ordinary shares fully paid
to $0.01 per share
$ 50,000
2,800,000 ordinary shares fully paid
to $0.05 per share
$ 140,000
Total Contributed Equity $ 190,000
Contributed Equity(1)
$ 190,000
Paid up ordinary Capital $ 190,000

7. Pro forma Capital Structure
Following the issue of up to three million fully paid ordinary
Shares , the capital structure of Vital Metals Limited will be as
follows:
(1) Contributed Equity consisting of:
Rights attaching to Shares
Shares in Vital Metals Limited will have full voting rights for the
purposes of the Company’s constitution and will rank pari pasu
with all other ordinary fully paid Shares.
Dividend Policy
No dividends have been paid to date. Directors forecast no
dividends in the forthcoming year due to consumption of cash-
flow for growth and working capital requirements.
Corporate Objectives
It is the intention of Vital Metals to seek a listing of its securities on
the Australian Stock Exchange (“ASX”) at some point in time in the
future. The directors, officers and employees of Vital Metals however
provide no guarantees or warranties that Vital Metals will be success-
ful in achieving this objective.
Should Vital Metals be successful in a listing of its securities on ASX,
then escrow provisions may apply to all or part of the ordinary fully
paid Shares and options on issue in Vital Metals.
Status Unlisted Public
Ordinary fully paid Shares 10,800,000
Options
(exercisable at $0.20 on/before 30 June 2008)
2,830,000
Share Price $ 0.10
Implied Capitalisation $ 1,080,000
5
Contributed Equity(1)
$ 490,000
5,000,000 ordinary shares fully paid
to $0.01 per share
$ 50,000
2,800,000 ordinary shares fully paid
to $0.05 per share
$ 140,000
Total Contributed Equity $ 490,000
3,000,000 ordinary shares fully paid
to $0.10 per share
$ 300,000
Initial Public Offering
Funds raised pursuant to this Information Memorandum will be
applied towards progressing an intended listing of the securities
in the Company on the Australian Stock Exchange.
It is the intention of Vital Metals Limited to raise funds via the
offer of securities under a disclosure document - “Initial Public
Offering”.
A disclosure document will be required to be lodged with the
Australian Securities and Investments Commission prior to the
Company’s Initial Public Offering.
A disclosure document will be made available when the securi-
ties are offered. Investors will have to complete an application
form in or attached to the disclosure document.
The details of the offer of securities in Vital Metals Limited un-
der the disclosure document for an Initial Public Offering are as
follows:
(i) The class of security offered will be ordinary shares, fully paid
on application.
(ii) The shares will be issued at a price of $0.20 per share.
(iii) The minimum subscription will be five million dollars
($5,000,000).
(iv) The maximum subscription is likely to be eight million dol-
lars ($8,000,000).
(v) Depending on the level of subscription, between twenty five
million (25,000,000) and forty million (40,000,000) new shares
will be issued to investors who subscribe under the disclosure
document.
In addition to the securities issued to investors under the dis-
closure document, the following shares will be issued to the
Vendors of mineral properties:
(i) Eight million (8,000,000) ordinary shares, issued as fully paid,
will be issued to the Vendors of the Mt Alexander Project, de-
scribed in this Information Memorandum.
(ii) Eight million (8,000,000) ordinary shares, issued as fully paid,
will be issued to the Vendors of the Watershed Project, de-
scribed in this Information Memorandum.
(iii) Two million (2,000,000) ordinary shares, issued as fully paid,
will be issued to the Vendors of the Mt Mulgine Project, de-
scribed in this Information Memorandum.
The shares issued to investors under the disclosure document
and the shares issued to the Vendors will have full voting rights
for the purposes of the Company’s constitution and will rank
pari pasu with all other fully paid ordinary shares.

8. Directors
The Board of Vital Metals Limited comprises an experienced
group of well qualified directors with backgrounds specifically
relevant to the middle-tier range of the mining and exploration
industry. The emphasis on director choice has been based on
technical competence and familiarity with the opportunities and
problems encountered within this type of venture. The mix
includes corporate management skills, geology, metallurgy, legal
and corporate governance and minerals marketing. Each direc-
tor will have a direct contribution to make to the well-being of
the company within his own field of expertise. This is consid-
ered an integral component of the company’s route to future
growth and success.
W. J. (Bill) Ryan (61) M.E, F.AusIMM, FAICD
Executive Chairman
Bill Ryan holds a Masters degree in chemical engineering and has
over 40 years experience in mining, metallurgy and manage-
ment. His career has included four years in metallurgical re-
search at Amdel in Adelaide, eleven years at Endeavour Re-
sources Limited in Melbourne, a brief role at Bond Resources in
1981 and 1982, following which he operated his own consul-
tancy, Rytech Pty Ltd, until 1987. He took control of what
became Titan Resources NL in late 1987 and resigned from that
position after seventeen years in June 2004.
He was the longest serving President of the influential mining
lobby group AMEC for five years (1995 – 2000), a Councillor of
the WA Chamber on Minerals and Energy for two years and an
inaugural Councillor of the Australian Gold Council.
Bill Ryan is a non-executive director of Gindalbie Metals and
Jupiter Mines Limited, is a Fellow of the Australasian Institute of
Mining and Metallurgy and a Fellow of the Australian Institute of
Company Directors.
Colin J Hunter (47) BSc, PhD
Non-Executive Director
Colin Hunter graduated from the University of Manchester
(UK) with a BSc Hons degree in Metallurgy and was awarded a
PhD from Brunel University (UK) in 1985 for his work on the
froth flotation of sulphide minerals. He moved to South Africa
and worked for three years with Impala Platinum Limited, be-
fore joining Gencor Process Research where he rose to the
post of Head of Minerals Engineering. In 1993 he joined the
Ashanti Goldfields Company in Ghana to help commission and
run the Sansu sulphide treatment plant, the largest bacterial
leaching (Biox) plant in the world.
Colin has since been involved with the bio-leaching of refractory
gold and the development of the process for bio-leaching nickel
and other base metals and is a founding director Bio Hydro
Metallurgy Ltd, which was established to develop bio-leach
processes for chalcopyrite, zinc and other sulphide mineral
systems.
In 1998 Bio Hydro Metallurgy formed a joint venture company,
Pacific Ore technology Ltd, with Australian nickel miner, Titan
Resources NL. Colin has since been operating as Technical
Director for Pacific Ore Technology, and has been responsible
for managing the development of the BioHeap™ process.
Pro-forma Capital Structure
Following the issue of up to forty million (40,000,000) fully paid
ordinary Shares to subscribers under the Initial Public Offering,
and the issue of eighteen million (18,000,000) fully paid ordinary
shares to the Vendors, the capital structure of Vital Metals Lim-
ited will be as follows:
(1) Contributed Equity consisting of:
The achievement of this level of fund raising is dependent on
public support and overall market sentiment and conditions and
directors make no guarantees as to achieving these or any other
targets. No allowance has been made in the above figures for
any shares or options that may be offered at the discretion of
the Board, to any intermediary or broker as an incentive for the
fund raising.
Ordinary fully paid Shares 68,800,000
Options
(exercisable at $0.20 on/before 30 June 2008)
2,830,000
Share Price as issued $ 0.20
Implied Capitalisation $ 13,760,000
Contributed Equity(1)
$ 10,990,000
5,000,000 ordinary shares fully paid
to $0.01 per share (Promoters)
$ 50,000
2,800,000 ordinary shares fully paid
to $0.05 per share (Promoters)
$ 140,000
Total Contributed Equity $ 11,590,000
3,000,000 ordinary shares fully paid
to $0.10 per share (Seed Investors)
$ 300,000
Less transaction costs associated
with the share issue (estimated)
($ 500,000)
18,000,000 ordinary shares issued
as fully paid to $0.20 per share Ven-
$ 3,600,000
40,000,000 ordinary shares fully
paid to $0.20 per share (Initial Pub-
$ 8,000,000
Name Number of
Shares
%
Investors under Initial Public Offering 40,000,000 58.14
Seed investors 5,800,000 8.43
Promoter 5,000,000 7.27
Total 68,800,000 100
Vendors 18,000,000 26.16
6

9. Mark McAuliffe (46) B.Juris, LLB
Non-Executive Director
Mark McAuliffe is a solicitor with over 24 years’ experience in
acting for and advising mining companies, public listed compa-
nies and institutions upon a wide range of legal issues. Mark
holds a Bachelor of Jurisprudence and a Bachelor of Laws from
the University of Western Australia. His career includes advis-
ing and documenting a wide range of mining transactions from
acquisitions, through Joint Ventures, initial public offerings and
capital raisings. Mining experience extends beyond Australian
jurisdictions and includes transactions in a number of countries
in Africa and South East Asia.
Mark commenced his career at Downing & Downing before
establishing his own firm in 1989. In 2004 Mark’s firm merged
into the Dibbs Barker Gosling group, where he holds the posi-
tion of a senior partner for the Perth office. Mark sits upon the
national Board of the Dibbs Barker Gosling group, and has ex-
tensive experience sitting as a director for a wide range of cli-
ent companies.
D. Ross Kennedy (62) B. Sc (Hons), FAusIMM, MAIG,
MICA, MAICD
Non-Executive Director
Ross Kennedy is a geologist with over 40 years experience in
multi-commodity exploration within Australia and overseas and
with a proven track record of success. During the twenty years
until 1985 he held senior positions with major international
mining houses Anaconda Australia Inc., Union Miniere Develop-
ment and Mining and Rio Tinto Ltd. In this period he discov-
ered the namesake Redross nickel deposit (WA) and identified
the deep, high-grade mineralisation at Porgera (PNG).Mr Ken-
nedy was Managing Director of Astro Mining NL for 2 years
prior to joining the Board of Resolute Ltd in 1987. In the fol-
lowing 13 years Ross was the leader of one of the most suc-
cessful exploration teams in Australia and was involved and
responsible for the discovery of a number of commercial gold
deposits, including Marymia, Chalice, Higginsville and Challenger
in Australia and Nkran and Golden Pride in Africa. He also
pegged and farmed out the area containing the Plutonic gold
deposit in WA. In 1993 the Geological society of Australia
(WA Division) awarded Ross Kennedy the Gibb Maitland Medal
in recognition of his substantial contributions to geoscience.
Ross is Chairman of Jindalee Resources and a non-executive
director of Great Western Ltd, is a Certified Practicing Geolo-
gist, a fellow of the Australasian Institute of Mining and Metal-
lurgy and a Member of the Australian Institute of Geoscientists,
the Geological Society of Australia, the Mineral Industry Con-
sultants Association and the Australian Institute of Company
Directors.
Andrew V. Simpson (56) Dip. B&A (Curtin), MAICD
Non-Executive Director
Andrew Simpson holds a Graduate Diploma in Business and
Administration (majoring in Marketing and Finance) from Curtin
University and is currently the Managing Director and Principal
of Resource and Technology Marketing Services Pty Ltd (RTM)
in Perth.
Andrew’s professional career began with Allied Eneabba in 1975
where he held a variety of positions including Marketing Man-
ager and Commercial Manager (R&D) over an eleven year pe-
riod. Andrew moved to become Managing Director of Dolmar
Chemicals in WA, Group General Manager – Marketing and
Business Development with Simcoa Operations in WA, Execu-
tive Director of Simcoa International and CEO of Atomaer, a
WA based mining technology company. He formed RTM in
1999 to specialize in strategic and business planning, resource
project assessment and marketing. RTM is recognized as one of
Australia’s leading market research consultants to the interna-
tional mining industry.
Andrew is non-executive Chairman of Swick Mining Services
Pty Ltd, a director of Wintech International and a Member of
the Australian Institute of Company Directors.
7

10. Instructions to Applicants
Applications for Shares can only be made on an Application Form attached to this Information Memo-
randum. Applications must be accompanied by payment in full of $0.10 per Share. Please read carefully
the instructions on the Application form before completing it.
If an Application Form is not filled out correctly, or if the accompanying payment is for the wrong
amount, it may still be accepted by Vital Metals. Vital Metals’ decision as to whether to accept the ap-
plication or how to construe, amend or complete it, shall be final, but no applicant will be treated as
having offered to acquire more Shares than is indicated by the amount of the cheque for application
monies.
Payment will be accepted only in Australian currency by cheque drawn on and payable at any Austra-
lian Bank, or in the case of overseas residents, by bank draft drawn and payable at any Australian bank.
Cheques or drafts should be made payable to “Vital Metals Limited” and crossed “Not Negotiable”.
Applicants are asked not to send cash. Receipts for payments will not be issued.
Cheques or drafts should be sent to the following address;
Vital Metals Limited
110 Hensman Street
South Perth WA 6151
General enquiries about the contents of this Information Memorandum may be made to Bill Ryan on
041 717 2923 or e-mail on Rytech@iinet.net.au.
8

11. Project Overview
9
The Company’s projects are located in Western Australia and
Queensland (Figure 1). The projects are host to tungsten and
molybdenum mineralisation. The total area covered by the tene-
ments (granted and pending) that comprise the projects is ap-
proximately 183 square kilometers.
The intensity of past exploration and evaluation within the pro-
ject areas ranges from greenfields exploration to advanced-stage
Mineral Resource Evaluation.
Watershed Tungsten Project (Qld)
The Watershed project area is located in the Hodgkinson Prov-
ince of Queensland, in a region that has produced significant
quantities of tungsten mineral concentrates.
Exploration and Evaluation by UDC and Peko Wallsend between
1980 and 1985 outlined three zones of scheelite mineralisation
over a strike length of 650 metres. The average tenor of minerali-
sation returned from drilling is in the range of 0.22 to 0.35 per
cent WO3, with average apparent widths of between 11.4 metres
and 17.5 metres. The scheelite mineralisation at Watershed is
open along strike, and its depth extents have not been closed off
by the drilling.
A limited amount of bench-scale beneficiation testwork was com-
pleted on bulk samples, showing an amenability to sorting using
ultraviolet sorters. The metallurgical testwork indicated a need
for further investigations to improve the recovery of scheelite
into a concentrate.
The widths of mineralisation at Watershed and the potential to
add to the dimensions of the mineralisation rank this project as a
high priority evaluation target.
Vital can acquire a interest of 100 per cent in the tenement con-
taining the Watershed project from the current tenement holder,
BHP Billiton Limited.
Mt Mulgine Tungsten - Moly Project (WA)
The Mt Mulgine Project is located in the Murchison Mineral Field
of Western Australia, in a region that is endowed with significant
gold, base metals and iron ore deposits. The project area is stra-
tegically located, near grid power and major access roads leading
to the export facilities at Geraldton. A nearby crushing and grind-
ing circuit with attendant mine infrastructure is presently under-
utilized, and there is potential for an Agreement with the plant
owners to allow access to those facilities.
Sporadic Exploration for vein-hosted molybdenite at Mt Mulgine
occurred between 1910 and 1969. Exploration and evaluation for
molybdenum and tungsten during the 1970s and 1980s by several
well regarded companies led to the delineation of two main areas
of significant scheelite and molybdenite mineralisation.
The Hill Deposit contains mainly scheelite mineralisation, and
typical tungsten values for this area are around 0.24 per cent
WO3 over a strike length of approximately 1500 metres with
widths of between 1.5 metres to 17 metres. Molybdenum values
of up to 0.5 per cent have been returned from drillhole inter-
cepts adjacent to the Hill deposit scheelite zone.
Figure 1. Project Location Map

12. The Trench Deposit contains tungsten-molybdenum mineralisa-
tion extending over a strike length of 4500 metres with widths of
around 30 metres. Zones of scheelite mineralisation carry aver-
age values of up to 0.18 per cent WO3. Molybdenite is contained
in zones assaying around 0.05 per cent Mo.
Pilot-scale metallurgical testwork on samples from Mt Mulgine
indicated a concentrate containing up to 70 per cent WO3 could
be obtained by conventional processes.
Recent economic modeling of Mt Mulgine suggests that a viable
operation would be possible at the current tungsten prices. Vital
Metals is currently reviewing the constraints on the model to
determine if a sustainable operation can be established.
The favourable location of Mt Mulgine, its size, volume of data
available and good metallurgical characteristics should allow rapid
evaluation of this project.
Vital can acquire an interest of up to 70 per cent in the tene-
ments that comprise the Mt Mulgine Project under a farm-in
Agreement with the current holder of the tenements, Gindalbie
Metals Limited. Under the terms of the Agreement, Gindalbie will
retain all rights to precious metals within the tenements.
Mt Alexander Project
The Mt Alexander Project is located in the Ashburton Mineral
Field of Northwest Western Australia. The project contains ad-
vanced-stage brownfields tungsten occurrences and early-stage
greenfields exploration areas of interest for tungsten. The project
is located adjacent to a major natural gas pipeline, and a sealed
highway that leads to the major export ports of the Pilbara.
Exploration and evaluation of scheelite-bearing skarns at Mt Alex-
ander took place during the 1970s and 1980s, by well regarded
companies. The most advanced area of interest within the Mt
Alexander Project is the Moodong Well scheelite occurrence.
Diamond (core) drilling at Moodong Well intersected several
zones of significant scheelite mineralisation. From relatively wide
spaced drilling, one zone was found to have a strike extent of
approximately 1100 metres. Strong, although variable scheelite
mineralisation has been delineated to a vertical depth of approxi-
mately 95 metres, and remains open at depth. Encouraging drill-
hole intercepts of up to 17.2 per cent WO3 are contained within
a mineralized unit that shows true widths of between one and
seven metres, and typical values of 0.5 per cent WO3 or greater
could be expected from additional drilling of this area. Additional
exploration targets within the Moodong Well area remain un-
tested by drilling.
Adjacent to Moodong Well are outcropping scheelite-bearing
skarns of the Mt Alexander area, which have been subject to a
relatively low amount of exploration. Surface rock sampling at Mt
Alexander returned values generally in the range of 0.1 to 0.65
per cent WO3 with a similar tenor of mineralisation confirmed by
limited drill testing.
At the Love’s Find prospect, located near Nanutarra Roadhouse,
very little in the way of exploration has been completed, despite
surface sampling returning an average of 0.58 per cent WO3 from
composited samples.
Initial metallurgical testwork on composited samples from Moo-
dong Well showed a concentrate containing greater than 65 per
cent WO3 could be obtained using conventional processes.
The tenor of mineralisation at the Mt Alexander project is suffi-
ciently encouraging to warrant on-going exploration and evalua-
tion. The Moodong Well area in particular, is ready for evaluation
drilling.
Vital will acquire a 100 per cent in the tenements that comprise
the Mt Alexander project from the current holders of the tene-
ments. The Vendors retain the rights to base metal mineralisation
within some of the tenements.
10

13. Tungsten Market Overview
11
Introduction
Tungsten is a most distinctive metal. Its properties include:
• Hardest and strongest of all metals
• Over 3 times harder than chromium, cobalt, titanium
• Over 5 times harder than nickel, iron, platinum.
However, the high cost of fabrication has limited tungsten’s com-
mercial use to areas in which its properties are considered essen-
tial. These include:
• Metal-cutting tools
• Light bulb filaments
• High temperature alloys (aircraft manufacture etc)
• Military uses (armour plating, and armour piercing projec-
tiles)
• Chemical applications
• Electronic contacts
WORLD TUNGSTEN RESOURCES
The primary source of all tungsten is either scheelite or wolf-
ramite. As the majority of operating production is recorded from
dedicated tungsten mines, the content of WO3 in each ore body
is the main determining factor in achieving economic levels of
production.
Mining and Processing
Most tungsten ores contain less than 1.5 per cent WO3 and ore
dressing plants are always in close proximity to the mine in order
to minimise transport costs. The ore is initially crushed, then
some handpicking or optical sorting usually takes place to up-
grade the ore to be processed.
Most tungsten concentrates are then processed chemically to
produce ammonium paratungstate (APT). Secondary raw materi-
als like (oxidised) scrap and residues are another important feed
for chemical tungsten processing.
Reserves and Production
Current world reserves and primary production of tungsten as
assessed by the US Geological Survey are detailed in Table 1.
Table1.World Mine Production Reserves & Reserve Base
Table 1 source: USGS January 2005.
1 - That part of the reserve base, which may be economically extracted
or produced at the time of determination.
2 – The reserve base is the in-place demonstrated (measured plus indi-
cated) resource from which reserves are estimated.
Notes to accompany table:
(i) The indicated production figures represent contained metric tonnes of
WO3.
(ii) Each 10 kilograms of W03 represents 7.93 kilograms of tungsten.
Therefore production of primary tungsten units in 2004 was approxi-
mately 47,500 tonnes.
(iii) These regional production figures do not include tungsten units re-
covered from scrap.
(iv) Reserve figures in Table 1 encompass a wide range of mineral quali-
ties and do not necessarily comply with the Australian JORC Code for
definition of resources and reserves.
APPLICATIONS OF TUNGSTEN
Applications for tungsten are reasonably diverse and spread
across a number of basic industries including hard metals
(essentially tungsten carbide), mill products (tungsten powder,
wire), steel/superalloys, chemicals and surface treatments. These
are briefly described as follows:
Hard Metals
Inserts and tools; rods and drills; wear parts and dies; heavy-duty
mining and construction.
Mill Products
Welding, sports, medical, aerospace and electronic contacts;
lighting; military.
Steel and Special Alloys
Tool steels; high speed steel; super alloys
Chemical
Catalytic; pigments
Surface Treatments
Surface treatment – high abrasion resistant surfaces; thermal
sprays – extrusion dies, aircraft landing.
During 2004 global consumption of primary tungsten was esti-
mated at approximately 52,000 tonnes. Approximately 67 per
cent of this consumption is in hard metals and a further 13 per
cent in mill products. Steel applications represent approximately
12 per cent of total consumption, however and are the fastest
growing.
Europe and North America are the largest consuming regions,
with annual consumption of 18,000 tonnes and 11,500 tonnes
respectively. China currently consumes approximately 11,000
tonnes per annum, however is easily the fastest growing, driven
by rapidly increasing manufacturing and steel industries.
Mine Production
2003 2004
Reserves1 Reserve
Base2
United States - - 140,000 200,000
Austria 1,400 1,400 10,000 15,000
Bolivia 442 450 53,000 100,000
Canada 2,750 - 260,000 490,000
China 52,000 53,000 1,800,000 4,200,000
Korea North 600 600 NA 35,000
Portugal 700 700 25,000 25,000
Russia 3,900 3,500 250,000 420,000
Other Countries 290 300 360.000 700,000
World Total Rounded 62,100 60,000 2,900,000 6,200,000

14. 12
Supply Versus Demand
In assessing the forward supply and demand structure for tungsten
over the next decade, it is not appropriate to suggest there will be
sustained periods of serious supply shortages. However, consis-
tent increases in production will be necessary to meet increased
demand and also to offset declining production in traditional min-
ing areas in China.
However, in making this assessment, the following points are para-
mount to the forward supply and demand structure.
• The new plateau of price structures will need to be con-
firmed for a sustained period to encourage new mining
operations both within China and in other countries.
• The Chinese tungsten industry will continue to push
downstream with finished products and subsequently re-
duced quantities of raw materials will be available for ex-
port.
• In turn, western processors will not only continue to be
squeezed for raw materials, but will also face increasing
competition from end-product manufacturers in China.
• Having clearly recognised this situation for a number of
years, major processors and tool manufacturers in North
America and Europe will encourage alternative raw mate-
rial supplies to China.
In summary, the forecast growth in demand for tungsten is likely
to be matched with new sources of raw materials from ‘greenfield’
operations in China, Russia, Australia and possibly Vietnam, but
subject to appropriate economic operational performance.
Figure 2 summarises the predicted supply gap through to 2010
and underlines the requirement for new production.
Figure 2. Predicted Tungsten Supply Gap
Current Price Structures
Commencing in November 2004, and underpinned by real short-
ages of concentrates, market prices have started to increase rap-
idly. At the time of preparing this report, the market price for
concentrate has reached $US97 per mtu ex plant China, and the
price of APT had reached US$120 per mtu FOB. This means that
since mid 2002, prices have effectively doubled.
Figure 3. Tungsten Prices Jan 2002—Feb 2005
Note: Ore – tungsten concentrate ore 65 per cent WO3
APT - ammonium paratungstate
All prices are quoted in mtu (metric tonne units)
Forward Price Structures
It must be clearly stated that Chinese production and the associ-
ated control of the Chinese government will continue to be the
major influence on global tungsten prices for at least the next
decade.
However, the Chinese industry has already recognised the need
for stable production programs and increased prices, not only to
sustain existing operations which are suffering from declining
grades and increasing operating costs, but also to allow investment
in future mining operations.
Clearly, the reconstruction of the industry in China during 2002
and 2003 has achieved the necessary correction in price struc-
tures, and it is unlikely these new price structures will be eroded
in the foreseeable future. This gap between concentrates and APT
is likely to be maintained at approximately US$20 per mtu.
Further prices increases remain possible during 2005 as immediate
demand continues to exceed supply. It would not be in the inter-
est of either producers or consumers to allow prices to get com-
pletely out of control.
Existing price structures should be sufficient to encourage new
mining activities in China and countries such as Canada, Australia
and possibility Vietnam. In turn, recent price levels are probably an
appropriate benchmark for forward price structures on a longer-
term basis.
Opportunities For New Suppliers
The consumption pattern for tungsten is relatively mature. Whilst
there are several new potential applications, these are unlikely to
significantly change the existing usage structure, and therefore
growth in the industry is more related to regional economic
growth. However, in China growth is expected to exceed 10% per
annum for at least the next five years.
Tungsten concentrates are already in relatively short supply, and
this has been reflected in a strong increase in prices over the past
twelve months.
To offset current shortages and to match a consistent increase in
demand, new production is now urgently required and ideally
from sources outside of China.
Major processing companies in Europe and North America have
confirmed this requirement and will actively support new produc-
tion. Long-term purchase contracts will be available to new pro-
ducers, once economic mining operations are demonstrated.
$20.00
$30.00
$40.00
$50.00
$60.00
$70.00
$80.00
$90.00
$100.00
$110.00
$120.00
$130.00
$140.00
Jan-
02
Apr-02 Jul-02 Oct-02 Jan-
03
Apr-03 Jul-03 Oct-03 Jan-
04
Apr-04 Jul-04 Oct-04 Jan-
05
Feb-
05
Mthly Average APT Mthly Average Ore

15. 13
Molybdenum Market Overview
Introduction
Molybdenum is a metallic element, which is most frequently used
as an alloying addition in alloy and stainless steels. Its alloying
versatility is unmatched because its addition enhances strength,
hardenability, weldability, toughness, elevated temperature
strength and corrosion resistance.
Although molybdenum is primarily used in steel production, its
complex and unique properties are proving invaluable in an ex-
panding range of alternative alloy systems and chemicals.
Resources and Supply
Molybdenum occurs as the principle metal sulphide in large low-
grade porphyry molybdenum deposits and as associated metal
sulphide in low-grade porphyry copper deposits. In most cases,
the value of these deposits is determined by the commercial
availability of the alternative products such as copper, although in
USA there are a number of deposits that are mined solely for the
production of molybdenum.
Globally, identified resources amount to about 19 million tonnes
with China having the largest with an estimated 8.3 million tonnes
followed by USA and Chile.
Global production of molybdenum is basically controlled by a
number of countries including Chile, USA and China. These three
countries produce approximately 75 per cent of all output and
are the major influence on world markets. China is also a major
producer of molybdenum, however with a rapidly increasing do-
mestic demand, exports are declining.
Applications of Molybdenum
Molybdenum is a refractory metallic element used principally as
an alloying agent in steel, cast iron, and superalloys to enhance
hardenability, strength, toughness, and wear and corrosion resis-
tance. To achieve desired metallurgical properties, molybdenum,
primarily in the form of molybdic oxide, or ferro-molybdenum, is
frequently used in combination with or added to, chromium,
columbium, manganese, nickel, tungsten or other alloy metals.
Western Europe is the largest consuming region, followed by
USA, Japan and China.
In 2004, global production was estimated at 140,000 tonnes of
contained molybdenum.
Figure 4. Global Production of Molybdenum
Molybdenum Price Structures
Current ‘western’ market prices for both molybdenum oxide and
ferro-molybdenum are at historically high levels. As at February
2005, traded prices for oxide was US$27.90 per pound and
US$32.63 for ferro-molybdenum. This is due to a number of
factors:
• Shortages in supply due to a downturn in copper produc-
tion over the past few years, and particularly by produc-
ers in South and North America, which are the main
producers of molybdenum as a by-product.
• Anti-dumping actions in Europe and North America
against Chinese material.
• A strong surge in stainless steel production, and particu-
larly the production of duplex stainless steels, which have
high molybdenum content.
• Western European steel producers unable to accept Chi-
nese ferro-molybdenum due to lower quality and high
lead content.
• Primary molybdenum producers in USA being unwilling to
restart dormant capacity and in the expectation that as
copper production is increased, molybdenum will again
become oversupplied and prices will fall as rapidly as they
have increased.
Figure 5. Molybdenum Price Structure 2000-2005
Forward Outlook
In accordance with previous growth programs, it has been as-
sumed that global consumption of molybdenum will continue to
grow at approximately 4 per cent per annum (average). This as-
sumption is based upon the following parameters:
• Global GDP growth is forecast at 3.8 per cent per an-
num. Growth in steel production will be similar.
• Growth in catalysts will continue at approximately 6 per
cent per annum.
• Strong growth in China will continue, albeit at a more
conservative rate.
Assuming these growth programs, Figure 6 summarises the devel-
oping supply gap based upon existing production and forecast
(tonnes)
31,500
27,800
41,800
37,900
0
5,000
10,000
15,000
20,000
25,000
30,000
35,000
40,000
45,000
USA Chile China R.O.W.

16. 14
requirements. In order to match this increase in consumption and
cover the existing supply gap, production will need to be in-
creased. These increased requirements are expected to come
from both copper mines in the form of a by-product and also
from some primary mines in North America and China.
Figure 6. Molybdenum Supply Gap
Business Opportunities
Global demand for molybdenum is currently outstripping supply,
or at least in the major ‘western’ markets of Europe and USA
that are protected from low cost Chinese material.
For potential producers, this would suggest an ideal opportunity
to enter the market, and based upon traditional cost structures
for even primary molybdenum producers, the returns should be
extremely positive.
However, consistent with many other products that are pro-
duced mainly as a by-product, and supported by a limited number
of primary producers, the current very high price structure is
expected to be short lived.
In turn the business opportunity for potential Australian produc-
ers to produce molybdenum as a primary product, particularly
over the longer term, appears to be limited, with the prospect of
facing increasing competition from molybdenum as a copper by-
product, and low cost producers from China.
However if it is possible to develop a production program as
either a by-product or co-product, and acceptable net returns
were achievable based upon a forward price structure of US$4.50
to US$5.40 per pound, then a positive and sustained entry to
the market should be achievable. An alternative strategy may be
to consider downstream processing.
120
130
140
150
160
170
180
1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009
'000 Tonnes
Supply Demand

17. Projects
Infrastructure
The Peninsula Development Road is a major sealed highway
linking the Cape York hinterland to Cairns and Mossman, and is
located approximately 10 kilometres to the south of the project
area. A partly rehabilitated access track connects the project
area to the Peninsula Development Road. Recent aerial inspec-
tion reveals much of the original track surface remains intact and
the track would be readily upgraded to a trafficable condition.
The City of Cairns, which lies approximately 150 kilometres to
the southeast, supports a population of 122,192 people. Cairns is
a city that services mainly tourism and agriculture activities in the
region.
The Port of Cairns handles approximately 1.2 million tonnes per
annum of trade including petroleum, fertiliser, sugar, molasses,
LP gas and minerals. Handysize vessels can be berthed at the
wharves.
History
UDC commenced exploration in the Watershed Project area in
1978 following a decision to seek supplies of tungsten.
Minor historic tin and tungsten workings were known through-
out the region, and the tungsten mine at Mount Carbine, 35
kilometres to the south east, had commenced operations in
1974.
Outcropping scheelite mineralisation was discovered at the Wa-
tershed Project area by systematic geochemical stream sediment
and soil sampling. The initial discovery diamond drill hole
MWD01 was drilled in mid-1980 and encountered a 35 metre
down hole intersection (from 58 metres to 93 metres) contain-
ing an average of 0.36 per cent W03, including an interval of 24
metres, from 69 metres to 93 metres, containing an average of
0.48 per cent W03.
Watershed Project (Qld)
Introduction
The Watershed tungsten project is an advanced stage Evaluation
property located in North Queensland (Figure 7). Substantial
amounts of eexploration and evaluation were completed mainly
during the 1980s, outlining a large mineralized system containing
scheelite. No work has been completed at Watershed since 1986,
and recommencement of evaluation activities is warranted in order
to progress the Project to the stage of a feasibility study.
Vital Metals will acquire the project consideration of eight million
(8,000,000) ordinary shares issued as fully paid plus $110,000 cash.
Location and Tenure
The Watershed Project area is defined by MDL 127, held by BHP
Coal Pty Ltd, a wholly owned subsidiary of BHP Billiton Limited
(BHPB). MDL127 was granted to BHP Coal Pty Ltd on 1 Novem-
ber 1992 for a period of 15 years. It encloses an area of 431 hec-
tares.
The Project area is situated approximately 10 kilometres north of
the Peninsula Development Road. The mineral tenement can be
reached via an unsealed purpose-built track, extending from the
Peninsula Development Road for a distance of approximately 18
kilometres to the north. The City of Cairns lies some 140 kilome-
tres to the southeast from the track’s junction with the Peninsula
Development road and can be reached within three hours’ travelling
on sealed, all-weather roads that pass through the towns of Mount
Carbine, Mount Molloy, Mareeba and Kuranda.
The project area can also be reached within 30 minutes flying time,
via helicopter from Cairns Airport.
15
Figure 7. Watershed Location

18. 16
costeans.
Tungsten grades range between below limit of detection (10
ppm) and 6.62 per cent W03. Tin values rarely exceed 0.1 per
cent.
Extensive diamond drilling of the Watershed tungsten deposit in
an area measuring 1250 by 500 metres at the northern end of
the project area defined three zones of scheelite mineralisation.
These zones were named Eastern, Central and Western. The
strike extent of mineralisation is approximately 650 metres, and
the mineralised zones remain open both along strike and down-
dip.
UDC modelled the three zones of mineralisation and completed
estimates of tonnage and grade. The estimates do not meet the
current requirements for the reporting of Mineral Resources
and Ore Reserves, however a useful summary table showing the
attributes of each zone of mineralisation was derived. Selected
statistics from the summary table are presented in Table 2.
UDC continued exploration of the Watershed Project area and
between 1981 and 1984 completed another 60 diamond drill holes
for an aggregate of 12,933.2 metres of drilling in a total of 61 holes.
Peko Wallsend subsidiary Geopeko entered into a Joint Venture
with UDC in 1984. In 1985 the Geopeko managed Joint Venture
conducted a detailed investigation of the northern part Watershed
deposit. A total of 14 costeans were cut to expose bedrock, and
738 bedrock samples, from costeans and outcrops were collected. A
further12 diamond drill holes (MWD061 to MWD073) were cored
for an aggregate 825.7 metres.
A 24-tonne bulk sample was excavated and trucked to Cairns. The
bulk sample was to be used for pilot scale metallurgical testwork but
Geopeko withdrew from the joint venture in mid-1986 due to de-
pressed tungsten prices. UDC retained the Watershed tungsten
deposit and the project was subsequently inherited by BHPB follow-
ing its acquisition of UDC.
No active work has been conducted within the project area since
1986.
Tungsten Mineralisation
Scheelite is the sole tungsten-bearing mineral
present at Watershed. It is a molybdenum-free
variety. The majority of scheelite is hosted in
calc-silicate rock units and displays two major
modes of occurrence, disseminated and vein-
associated.
Scheelite grain sizes range, on a qualitative scale,
from fine to very coarse but are generally
greater than 0.5mm, according to UDC. Grains
up to 20mm are not uncommon and UDC re-
corded grains up to 100mm in surface outcrops.
Vein-associated scheelite is, generally, coarse
grained and this mode of occurrence accounts
for much of the high-grade tungsten mineralisa-
tion (greater than 1.0 per cent W, nominally
1.26 per cent W03) reported at Watershed.
Geopeko reported 72 per cent of the 85 one-
metre drill core intervals that returned assay
values greater than 1.0 per cent W, contained
vein-associated scheelite. Disseminated
scheelite also occurs in alteration selvedges
adjacent to vein sets. These veins, although
generally only less than 10 cm wide contain the
highest-grades of scheelite. These high-grade
values are randomly distributed throughout the
deposit, according to Geopeko.
Coarse scheelite grains, constituting up to 30
per cent of rock, are reported in intervals of
less than one metre associated with quartz-
albite-biotite-pyrrhotite alteration of calc-silicate
rock units. This results in high-grade tungsten
mineralisation with no apparent vein association.
Geopeko estimated this style comprised 16 per
cent of the one-metre drill core intervals that
contained more than 1.0 per cent W.
Tungsten grades within the calc-silicate rock
units and the quartz-rich veins in the deposit are
highly variable. Extensive sampling has been
conducted by the previous explorers UDC and
Geopeko involving surface outcrops, by dia-
mond-saw cut channel samples, diamond core
from gridded drilling and outcrops exposed in
Figure 8. Watershed Project geology

19. 17
Figure 9. Watershed Project cross-sections

20. 18
W03. Indicated tungsten recovery would be 95 per cent into the
accept fraction. An upgrading of the bulk sample, of approxi-
mately 4:1 was achieved in the sorting tests. It was observed that
pre-concentration of the minus 12.7mm fines would require
further evaluation as this material could not be sorted.
Beneficiation tests followed, consisting of gravity concentration
and flotation .These tests found that scheelite above a grind size
of 75 microns could be concentrated by gravity methods with a
loss of 15 per cent of the scheelite to tailings assaying 0.06 per
cent W03. Gravity concentration on the bulk sample tested was
found to be most effective at a grind size of 600 microns. A
concentrate produced at this grind size was low grade (less than
5 per cent W03) and regrinding would be needed before produc-
ing a final concentrate.
Gangue minerals were found to interfere with flotation and this
testwork was deemed to be inconclusive. Fluorite and clinozoiz-
ite (an iron-poor variety of epidote) were identified as the major
interfering gangue minerals.
Potential
Watershed is an advanced project that can rapidly be advanced
to a definitive feasibility study.
Significant scheelite mineralisation has been demonstrated in
three zones at the northern end of the Watershed project. The
apparent widths of mineralisation and average grades intersected
by drilling suggest a substantial Mineral Resource could be esti-
mated following some additional Evaluation drilling. The minerali-
sation remains open at depth and along strike to the south.
There are a number of unresolved issues surrounding the benefi-
ciation of Watershed scheelite, which could be expected to be
resolved through the application of current process technolo-
gies.
In-fill evaluation drilling should commence as a priority to pro-
gress the Watershed towards the Ore Reserve estimation stage.
Composited samples of scheelite mineralisation from each of the
mineralised zones will be collected for further metallurgical test-
work.
Step-out exploration drilling to test down dip and along strike
from known mineralisation may add to the size of this deposit.
Table 2. Average of drillhole intercept lengths and grades
Notes to accompany table:
1. Drillhole intercept lengths are downhole lengths, and true widths have not
been calculated.
2. A cut-off of 0.1 per cent WO3 has been used to derive length weighted
intercepts.
The apparent widths of mineralisation indicated at Watershed could
give rise to a significant Mineral Resource. To progress the Evalua-
tion of the project, Vital Metals has completed initial modelling of
the mineralised zones (Figure10).
Metallurgy
In 1982 a composite sample of drill core within mineralised zones
from six separate drill holes was submitted for bench scale metallur-
gical testing. The sample had a nominal head grade of 0.41 per cent
W03, 0.01per cent arsenic, less than 0.01 per cent copper, 0.12 per
cent sulphur and 2.3 per cent iron.
A mineragraphic study identified a tendency for the Watershed
scheelite mineralised material to produce fine material during com-
minution. This was considered likely to affect recoveries, but was
found to be a feature in common with other scheelite deposits.
Grindability tests showed the Watershed material was hard but not
exceptionally hard compared to other similar ores. A high abrasion
index was reported and it was recommended this be verified. The
specific gravity of the Watershed bulk sample was determined to be
2.9
Sorting tests demonstrated the Watershed mineralised material has
an exceptionally good response to short wave ultra violet light sort-
ing. A 70 per cent weight rejection of material, containing 0.025 per
cent W03, was projected for a sorter cut-off setting of 0.1per cent
Zone Intercept length metres Intercept Assay % W03
Min Max Average Min Max Mean
Eastern 1 71 16.5 0.09 0.81 0.31
Central 1 92 11.4 0.13 2.37 0.31
Western 1 70 17.5 0.13 1.30 0.22
Figure 10. Model of mineralisation at Watershed - looking North

21. 19
currently shipped from Geraldton. Total tonnage of trade
through the Geraldton Port is around 1.2 million tonnes per
annum. The facilities are owned and operated by the Geraldton
Port Authority and can accommodate vessels up to Panamax
size.
The Town of Geraldton is a major regional centre, servicing the
Agriculture, tourism and Mining Industries.
History
Molybdenum mineralisation, hosted by Mulgine Granite, was the
subject of prospector activities and attempts at exploitation be-
tween 1910 and 1920.
In 1938 Big Bell Mines Limited tested this molybdenum occur-
rence with a series of shallow excavations
Modern exploration of the area commenced in 1965 when
Westfield Minerals completed percussion drilling in the vicinity
of the original molybdenum occurrence at Mount Mulgine
In the period between 1968 and 1969 Newmont Pty Ltd tested
the molybdenum mineralisation with soil sampling followed by
percussion and diamond drilling. Better intercepts of 40 metres
at 0.11per cent Mo and 15 metres at 0.2 per cent Mo were ob-
tained from the percussion holes. Diamond drilling produced a
best result of 15 metres of 0.10 per cent Mo.
Mt Mulgine Project (WA)
Introduction
The Mt Mulgine Tungsten-molybdenum Project is a
favourably located advanced-stage evaluation target.
Covered by granted tenure, and in close proximity to
mining infrastructure, Mt Mulgine is host to a substantial
Mineral Resource. An excellent historic exploration
database compiled from data spanning more than 25
years and generated by well regarded companies, will
facilitate rapid evaluation of this project.
The Hill Deposit contains an Indicated Mineral Resource
of 4.1 million tonnes at 0.25 per cent WO3 and an
Inferred Mineral Resource of 950,000 tonnes at 0.21
per cent WO3.
The Trench Deposit is an advanced exploration play,
that requires further assessment.
Although an Ore Reserve estimate has not yet been
completed by Vital Metals, preliminary estimates by the
current project holder suggest the project may be eco-
nomically viable at the current tungsten price.
Vital Metals has the right to earn in interest of up to 70
per cent in the tenements comprising the project by
sole funding $750,000 of Exploration and the issue of
2,000,000 ordinary shares, issued as fully paid, to the
current holder of the tenements, Gindalbie Metals Ltd.
Location and Tenure
The Mt Mulgine tenure consists of four Mining Leases,
two Exploration Licences, six Prospecting Licences and
three applications for Mining Leases. Importantly, the
main areas of interest are covered by a granted Mining
Lease. All tenure is presently held by Gindalbie Metals
Ltd.
Total area covered is approximately 52 square kilome-
ters.
Located in the Murchison Region of Western Australia, the project
is approximately 300 kilometres from the export port of Geraldton.
The region is host to significant base metals, gold and iron ore de-
posits. The Golden Grove base metal mine (Newmont) and Minjar
gold plant are within 30 kilometers to the north of Mt Mulgine.
Access is via well maintained gravel access roads, approximately 30
kilometres from a major highway. Travel time by road to Perth is
approximately four hours. Alternatively, domestic charter flights can
be landed at the airstrip at the nearby Golden Grove operations.
Infrastructure
The Gindalbie Metals owned Minjar operations, 30 kilometers to the
north of Mt Mulgine, has a gold treatment plant currently on care
and maintenance, that has a capacity of approximately 600,000 ton-
nes per annum throughput. Potential exists for access to the crush-
ing and grinding circuit and attendant infrastructure.
A purpose built haul road connects the northern part of the project
area to the Minjar operations. The Great Northern Highway, a
sealed dual carriageway is approximately 10 kilometers from the
project area.
Port facilities at Geraldton, approximately 350 kilometers by road
from Mt Mulgine, service the agricultural and mining activities in the
region. Iron ore, mineral sands and base metal concentrates are
Figure 11. Mount Mulgine Project Location-Landsat image

22. Company exploration for gold in the
region has continued to the present
but no active exploration for tungsten-
molybdenum mineralisation has been
conducted at Mount Mulgine since
1983.
The present tenement holder has com-
pleted an exhaustive compilation and
Evaluation of data leading to the esti-
mation of a tungsten Mineral Resource.
Mineralisation
The Mount Mulgine Granite exerts an
important genetic control on wide-
spread tungsten and molybdenum min-
eralisation in various styles and settings
Tungsten mineralisation occurs in two
major deposits at Mount Mulgine. The
Hill deposit is situated on the north-
western flanks of Mulgine Hill about
800 metres from its peak, adjacent to
the granite contact. The Trench de-
posit lies about 2000 metres to the
northwest of the Hill deposit in a more
distal lateral position in respect of the
granite contact, and hosts stronger
molybdenum mineralisation than the
Trench deposit.
Scheelite, the main tungsten mineral,
occurs in a stratabound setting at the
Hill deposit, hosted by pyritic, sheared
metabasic rocks of probable volcanic
origin. Quartz-mica schists occur
above and below the metabasic rocks.
Scheelite is concentrated at the contact of the metabasic and the
upper (felsite) quartz-mica-schist layer and is hosted by anas-
tomising quartz veins that appear to be concentrated in the core
of a synform within the sequence. Clots of scheelite also occur
between the quartz veins. Scheelite also occurs in the upper and
lower felsite units at the Hill deposit, and is usually in dissemi-
nated form. The latter unit is a greisen that occurs as a separate
apophysis in the contact zone of the main granite plug. Poten-
tially significant molybdenum mineralisation occurs both beneath
the scheelite rich zone and peripheral to it. In the latter setting
it is hosted by greisen.
The mafic-granite contact at the Hill deposit dips at 20 degrees
to the northwest and appears to me the major controlling factor
that determines the shape of the mineralised body.
Sufficient drilling has been completed at the Hill deposit to allow
an estimation of a Mineral Resource by the current project
owner. The total Mineral Resource at the Hill deposit is esti-
mated at 5.1 million tonnes at 0.24 per cent WO3, applying a
cut-off grade of 0.1 per cent WO3. Total contained metal is
equivalent to 1.24 million metric tonne units (mtu) of WO3. The
details of the Mineral Resource by category are presented in
Table 3.
Minefields Exploration NL (Minefields) and Union Carbide subsidiary
Australia and New Zealand Exploration Company (ANZECO). con-
ducted exploration between 1970 and 1982. Soil sampling for tung-
sten and diamond drilling were completed at two areas of interest
known as the Hill and Trench deposits.
Systematic exploration outside the Hill deposit was initiated in 1976,
including the collection of soil samples by auger from the soil-
bedrock interface from an area around the Trench deposit. This led
to a reassessment and extension of known mineralisation at the
Trench deposit.
Additional drilling was conducted at the Hill deposit in 1977 to
evaluate high-grade molybdenum zones. It was delineated over a
strike length of 1500 metres, a width of 450 metres and with a
thickness that ranged between 1.5 metres and a maximum thickness
of 18 metres. A best intercept of 1.5 metres of 0.5 per cent Mo was
encountered beneath the tungsten zone (characterised by scheelite
mineralisation). The dimensions and aspect of the Trench deposit
were also determined by additional drilling. It was delineated over a
strike length of 4500 metres with a thickness of around 30 metres.
In 1982 ANZECO withdrew from the Minefields joint venture in
response to falling tungsten prices. The project was eventually
shelved by Minefields. Exploration efforts were redirected towards
gold from 1983 when Golconda became a joint venture partner to
Minefields.
20
Figure 12. Mt Mulgine tenements - regional gravity image

23. 21
Figure 13. Mt Mulgine Project geology

24. 22
strongly developed as at the Hill deposit, with most assays below
0.3 per cent WO3.
Molybdenite occurs in fracture fillings in quartz veins and in vein
selvedges. The better mineralisation occurs at depth, closer to
the granite contact and the greisen apophysis that hosts some of
the scheelite in the Hill deposit. Tungsten also occurs as ferri-
tungsite or as heterpolytungstate complexes, fixed to iron hy-
droxides, in the oxide portion of the Trench deposit.
Layer parallel foliation and fractures that dip between 35 and 45
degrees to the northwest controls the mineralisation at the
Trench deposit. Steeper dipping feeder structures and irregu-
larly distributed, and sometimes transgressive, bodies of
greisenised granite may also exert some local control over the
distribution of mineralisation. The mineralized system at the
Trench deposit has been outlined over a strike length of 4,500
metres, however the drilling coverage and heterogeneity of the
mineralisation are such that a Mineral Resource cannot be pres-
ently estimated.
Molybdenum-only mineralisation occurs in quartz veins and gran-
ite within the central core area of the Mulgine Granite. Signifi-
cant molybdenite has been recorded at four separate areas
within the granite core on the southern flanks of Mulgine Hill. It
is commonly associated with quartz vein stockworks and altera-
tion zones generated by late-stage magmatic events.
Table 3. Mineral Resource for the Hill Deposit
Notes to accompany Resource Table:
1. Cut-off grade of 0.1% WO3 applied; no top-cut.
2. Geological interpretation, wireframing and estimation completed
using Surpac software.
3. A specific gravity of 2.7 was applied across the entire model.
4. Interpolation method ordinary kriging, driven by geostatistical mod-
eling.
An optimisation study conducted by Gindalbie suggests that at the
current tungsten price, an economically viable operation may be
possible at the Hill Deposit. An independent review of the data and
additional Evaluation will be required in order to validate the Min-
eral Resource and estimate an Ore Reserve.
At the Trench deposit scheelite is hosted in quartz vein stockworks
and sheeted vein systems. The host rocks are more diverse than at
the Hill deposit. They comprise a sequence that includes rhyolites,
metadacites to metabasalt and ultramafics, and banded iron forma-
tions. The tungsten mineralisation at the Trench deposit is not as
500500500500500500500500500250250250250250250250250250
metresmetresmetresmetresmetresmetresmetresmetresmetres
000000000
6 772 000mN6 772 000mN6 772 000mN6 772 000mN6 772 000mN6 772 000mN6 772 000mN6 772 000mN6 772 000mN
6 773 000mN6 773 000mN6 773 000mN6 773 000mN6 773 000mN6 773 000mN6 773 000mN6 773 000mN6 773 000mN
497000mE497000mE497000mE497000mE497000mE497000mE497000mE497000mE497000mE
498000mE498000mE498000mE498000mE498000mE498000mE498000mE498000mE498000mEMax_WO3%
1.5 to 200
1 to 1.5
0.5 to 1
0.3 to 0.5
0.1 to 0.3
0.05 to 0.1
0 to 0.05
######################### Drillhole collar with trace
Hill DepositHill DepositHill DepositHill DepositHill DepositHill DepositHill DepositHill DepositHill Deposit
TrenchTrenchTrenchTrenchTrenchTrenchTrenchTrenchTrench
DepositDepositDepositDepositDepositDepositDepositDepositDeposit
MGA 94 Zone 50MGA 94 Zone 50MGA 94 Zone 50MGA 94 Zone 50MGA 94 Zone 50MGA 94 Zone 50MGA 94 Zone 50MGA 94 Zone 50MGA 94 Zone 50
Figure 14. Mt Mulgine maximum WO3 drillhole values and aerial photograph

25. 23
Potential
The Mount Mulgine project comprises a large tonnage, low-
grade body of mineralisation that has the potential to support a
viable mining operation.
The Hill deposit contains predominantly scheelite mineralisation
at significant grades. The Trench deposit occupies a larger area
but with a lower overall grade and significant associated molyb-
denum mineralisation
The Hill and Trench deposits are stratabound in nature and sig-
nificant potential exists for the delineation of extensions to and/
or repetitions of known mineralisation in and around the Mul-
gine Granite contact zone, within the project area.
The Mulgine Granite hosts significant molybdenum-only minerali-
sation in quartz-vein stockwork systems and potential exists for
the delineation of a substantial molybdenum deposit on Mulgine
Hill.
Extensive metallurgical testwork has been completed on samples
from the Hill and Trench deposits. Acceptable recoveries of
scheelite into a saleable concentrate can be obtained using con-
ventional processes.
A substantial Mineral Resource has been estimated at the Hill
Deposit. The quantity and quality of data available provide for a
short lead-time to Ore Reserve estimation and feasibility studies.
The project area enjoys an excellent location with respect to
mining infrastructure. Alternatives available to Vital Metals may
include access to components of plant and associated infrastruc-
ture at the nearby Minjar operations.
Metallurgy
Extensive metallurgical testwork was conducted in the period be-
tween 1976 and 1982. Bulk samples were generated from three
shafts in each deposit and approximately 50 metres of cross cuts
were excavated from two of the shafts at the Trench deposit.
A 100 tonne bulk sample was extracted from the Hill deposit and
sent to Svenskt Stahl in Sweden for flotation and gravity concentra-
tion testwork. This sample had a head grade of 0.45 per cent W03,
5.1 per cent CaF2 (fluorite), 0.12 per cent copper and 3 grams per
tonne silver. The testwork indicated a concentrate containing up to
70 per cent W03 could be produced by floatation with recoveries of
around 80 per cent. The scheelite concentrate produced contained
7.5 per cent CaF2, 2.3 per cent Ca C03, 1.2 per cent silica, 0.58 per
cent phosphorus, 0.27 per cent iron and 0.025 per cent sulphur.
Flotation testwork was also conducted in Sweden on a pulp ex-
tracted from material taken from a shaft at the Trench deposit. It
had an estimated head grade of 0.12 per cent W03. A low-grade
concentrate, containing 24.3 per cent W03, was produced.
Selected samples from both deposits were also tested for amenabil-
ity to opticall methods of pre-concentration. Ore Sorters, in Mel-
bourne, Australia, conducted photometric and ultras violet light
sorting tests. Amdel of Adelaide, Australia, conducted gravity sepa-
ration and floatation testwork. Mineral Deposits Limited of Queen-
sland, Australia, conducted Reichert Cone, pre-concentration tests.
Union Carbide also conducted gravity separation and floatation test-
work at their North American laboratory.

26. 24
Infrastructure
The areas of interest at Mt Alexander are between one to thirty
kilometres from the Great Northern Highway. The Great
Northern Highway is a sealed dual-lane carriageway that con-
nects with Karratha and Port Hedland.
Karratha is a major regional centre that supports mining, oil and
gas, pastoral and tourism activities of the Pilbara region. Signifi-
cant industrial estates are currently being developed near Kar-
ratha.
The major port of Dampier, located near Karratha, is one of
Australia’s largest tonnage ports, exporting iron ore, salt, liquid
natural gas, liquid petroleum gas and condensate. In 2003, the
Port of Dampier exported 92 million tonnes of product. The
Dampier Port Authority operates a public wharf suitable for
general cargo. The public wharf can berth vessels up to 35,000
dwt (Handysize).
The Dampier to Bunbury natural gas pipeline lies between 30 to
50 kilometres from the areas of interest at Mt Alexander. Gas is
Mt Alexander Project (WA)
Introduction
The Mt Alexander project contains both early-
stage greenfields exploration and more advanced-
stage tungsten evaluation targets.
Covered by both granted and pending tenure, the
prospects within the Mt Alexander project area
have indications of high-grade scheelite mineralisa-
tion, worthy of on-going exploration and evalua-
tion.
No systematic exploration for tungsten has oc-
curred in the area since 1983. During the 1970s,
the most intense tungsten exploration effort was
directed at the Moodong Well prospect, where
several zones of significant scheelite mineralisation
were discovered.
Surface sampling at other prospect areas within
the project indicated significant near-surface
scheelite mineralisation in skarn altered rocks.
Excellent metallurgical characteristics were shown
by initial metallurgical testwork completed on
samples from within the project area.
The tungsten occurrences at the Mt Alexander
project are situated within 30 to 50 kilometres of
a natural gas pipeline, and are close to a highway
leading to the major export ports of the Pilbara.
Vital Metals can acquire a 100 per cent interest in
the tenements comprising the Mt Alexander Pro-
ject through the issue of 8,000.000 ordinary
shares issued as fully paid to the Vendors.
Low-level base metal sulphide mineralisation was
intersected in drillholes at the Mt Alexander area,
however Vital Metals do not consider the base
metal targets to be of a high priority. Accordingly,
the base metal rights have been retained by the
Vendors.
Location and Tenure
The Mt Alexander tenure consists of one granted Exploration Li-
cence, two granted Prospecting Licences, three applications for
Mining Leases and two applications for Exploration Licences. Total
area covered is approximately 127 square kilometres.
Located in the Ashburton Mineral Field of north western Australia,
the Project area is approximately 270 kilometres south-south west
along the Great Northern Highway from Karratha. The nearest
amenities are at the Nanutarra Roadhouse, situated between five to
thirty kilometres from the various area of interest.
Access is gained via station tracks leading off the Great Northern
Highway. Travel within the areas of interest is via degraded station
tracks and exploration access tracks.
Light charter aircraft can be landed at the Nanutarra airstrip. Alter-
natively, a helicopter can be chartered from Karratha, with a travel
time of approximately 1.5 hours.
Figure 15. Mt Alexander Project location-landsat image

27. 25
Between 1984 and 1987, Cyprus Explored the Mt Alexander
area mainly for base metal sulphides and precious metals. Soil
sampling and Reverse Circulation (RC) drilling indicated base
metal sulphide mineralisation. Better results included 10 metres
(downhole length) at 3.02 per cent Cu, 0.81 per cent Pb, 1.72
per cent Zn and 75.8 grams per tonne Ag in a near surface
intercept. No significant levels of precious metals were de-
tected.
MIM Exploration Pty Ltd followed up the Cyprus base metal
discovery between 1990 and 1993, completing soil sampling,
rock chip sampling, RC drilling and diamond (core) drilling.
Some very significant base metal values were returned from
rock chip sampling, however the drilling only intersected nar-
row zones of relatively weak base metal mineralisation. MIM
withdrew from the area in 1994.
No systematic tungsten exploration has been completed at the
prospects that comprise the Mt Alexander Project since 1982.
Tungsten Mineralisation
Moodong Well Prospect
The Moodong Well area of interest is the most advanced-stage
Exploration prospect within the Mt Alexander Project. Scheelite
mineralisation occurs in skarn-altered calc-silicate rocks, accom-
panied by a mineral assemblage that includes idocrase, epidote
and garnet. In places, fluorite and low levels of base metal sul-
phides accompany the scheelite mineralisation.
A number of zones of scheelite mineralisation occur at Moo-
dong Well. The most continuous of these are the Zone 11,
Zone 8 and Zone 12 occurrences.
At Zone 11, drilling has confirmed significant tungsten minerali-
sation over a strike length of approximately 1100 metres. True
widths of mineralisation are between one to seven metres, and
sourced from Northwest Shelf Gas Pty Ltd. The pipeline is oper-
ated by a consortium that includes Alinta Gas and AGL.
Temporary accommodation facilities and amenities are available at
the nearby Nanutarra Roadhouse.
History
Union Carbide subsidiary Australia and New Zealand Exploration
Company Pty Ltd (ANZECO) commenced tungsten exploration at
the Moodong Well area in 1973 and continued until 1981. During
this period, a number of zones of outcropping scheelite mineralisa-
tion were discovered, associated with skarn alteration. A total of
41 diamond (core) drillholes and a number of costeans were com-
pleted. The most continuous mineralisation was returned from an
area known as Zone 11. Better drillhole intercepts included 3.2
metres (downhole length) at 5.35 per cent WO3. Composited sam-
ples were collected and sent to Union Carbide in the United States
for preliminary metallurgical testwork.
On or about 1981, ANZECO conducted a surface sampling pro-
gram at the Love’s Find Prospect, located near the Nanutarra road-
house. The surface sampling of epidote skarn rocks returned assay
values of up to 2.77 per cent WO3, and an average sample grade of
0.58% WO3 was calculated.
AMAX Australia Ltd (“AMAX”) commenced tungsten and base
metal exploration over an area to the north of Moodong Well in
1979. Between 1979 and 1982, AMAX mapped the area rock chip
(grab) sampled outcropping occurrences of skarn-altered Ashbur-
ton Formation rocks, leading to the discovery of the Mortgage,
White Lightning and Camp Skarn tungsten exploration targets. A
limited amount of follow-up percussion drilling of the White Light-
ning and Mortgage Skarns returned a best intercept of 2.12 metres
(downhole length) at 0.39 per cent WO3. Surface material from
costeans through the skarns was submitted for metallurgical test-
work.
Figure 16. Moodong Well Prospect geology and maximum WO3 drillhole values

28. 26
Notes to accompany table of significant drillhole intercepts:
1. All holes are diamond (core) drillholes. Size of core NQ and
BQ for holes with id numbers up to 22, NQ core for holes
with id numbers 23 onwards.
2. Location of collars is approximate – presented in MGA 94
Zone 50.
3. Core sampled to geological boundaries, sample fraction and
method unknown for holes with id numbers up to 22, but
believed not have been less than half-core in the case of NQ
diameter holes and whole core in the case of BQ diameter
holes. Holes with id numbers 23 onwards were halved by saw
and half core submitted for assay.
4. Assay method for WO3 was XRF. A.C.S Laboratories in Ade-
laide used for holes with id numbers up to 22. Amdel laborato-
ries in Adelaide used for holes with id numbers 23 onwards.
5. Original laboratory assay records not available – data compiled
from ANZECO reports.
6. Length weighted intercepts presented.
7. True width estimates based on the sine of bedding to core axis
angle from drillhole logging.
Mt Alexander Prospect
Scheelite bearing skarns outcrop at the Mt Alexander prospect,
approximately 10 kilometres to the north of Moodong Well.
Three main areas have been outlined by surface sampling and a
limited amount of drilling - the Mortgage Skarn, White Lightning
Skarn and Camp Skarn (Figure 18).
Scheelite mineralisation is accompanied by epidote-garnet al-
teration. The scheelite rich horizons within the Mortgage and
White Lightninig skarns at the Mt Alexander Prospect are not
accompanied by correspondingly high levels of base metal min-
eralisation. The tungsten mineralisation at the Camp skarn,
however, occurs in close proximity to significant occurrences of
base metal sulphides.
Costean sampling at the Mortgage Skarn indicated the overall
tenor of mineralisation at the surface was in the range of 0.1 –
0.2 per cent WO3. A surface grab sample returned a maximum
vale of 4.8 per cent WO3. Scheelite concentration occurs to-
wards the base of the skarn unit. A total of eight percussion
holes have tested the Mortgage skarn to a maximum vertical
depth of 100 metres. One diamond drillhole with two casing
wedge daughter holes have tested the Mortgage Skarn to a
The deepest drillhole intersection of scheelite mineralisation at
Zone 11 occurs at a vertical depth of approximately 95 metres.
The mineralisation remains open down dip to the south.
At Zone 8, limited diamond drilling has outlined significant tungsten
mineralisation over a strike length of approximately 200 metres to
a vertical depth of approximately 45 metres. The scheelite horizons
at Zone 8 range between 0.5 to 6.8 metres true width. Better re-
sults include 6.8 metres (true width) at 0.87 per cent WO3.
At Zone 12, located at the northern part of Moodong Well, widely
spaced diamond drilling outlined significant, although lower grade
tungsten mineralisation over a strike length of approximately 300
metres. Widths of mineralisation range between 0.7 to 2.5 metres.
Better results include 3.98 metres (true width) at 0.23 per cent
WO3.
A area between Zone 11 and Zone 12 remains untested by drilling,
and potential exisits for continuation of the mineralized skarn se-
quence in this area.
A summary of better drillhole intercepts from the Moodong Well
Prospect are presented in Table 4.
Figure 17. Polished slab of mineralized skarn from Moodong Well
Northing Easting From To Length
(approx) (approx) (m) (m) (m)
DDH7 Zone 11 -60 55 7480230 349819 59.97 63.42 3.45 1.28 3.33
DDH4 Zone 11 -60 10 7479957 350375 63.09 70.74 7.65 0.77 7.39
DDH11 Zone 11 -60 10 7479981 350380 34.47 36.19 1.72 0.58 1.66
41.86 46.85 4.99 0.87 4.82
DDH12 Zone 11 -60 10 7479913 350369 110.01 113.65 3.64 0.58 3.52
DDH15 Zone 11 -70 55 7480194 349775 99.5 101 1.6 1.7 1.55
includes 99.5 99.93 0.43 4.18 0.41
DDH19 Zone 11 -60 360 7479956 350477 59.6 62.77 3.17 5.35 3.06
includes 61.54 62.46 0.92 17.2 0.89
DDH23 Zone 8 -55 158 7480333 351493 48.6 57.5 8.9 0.87 6.83
includes 56.9 57.5 0.6 5.25 0.46
DDH28 Zone 12 -55 155 10030 10175
%WO3 Approx true
width (m)
Hole_id Zone Declination Azimuth
Table 4. Summary of better drillhole intercepts from Moodong Well Prospect

29. 27
maximum vertical depth of 130 metres. The
best result from diamond drilling was 2.12 me-
tres (downhole length) at 0.39 per cent WO3 at
a vertical depth of approximately 90 metres.
At the White Lightning target area, located ap-
proximately 800 metres to the northeast of the
Mortgage Skarn and offset by faulting, a skarn
within a sequence of amphibolite contains
scheelite mineralisation towards its base. The
widths of mineralisation at White Lightning are
restricted to less than a metre. Surface grab
sampling returned a maximum value of 2.4 per
cent WO3. A total of six percussion drillholes
have tested the White Lightning Skarn to a
maximum vertical depth of 100 metres. One
diamond drillhole with one casing wedge daugh-
ter hole has tested the White Lightning Skarn to
vertical depth of around 60 metres. The best
result from drilling was 0.2 metres (downhole
length) at 0.58 per cent WO3 from a downhole
depth of 61.8 metres.
The Camp Skarn is located near the closure of
an antiform at the Mt Alexander Prospect.
Strong surface tungsten mineralisation target
area. In contrast to the Mortgage and White
Lightning skarns, the extensively faulted Camp
skarn is contained within a metasedimentary
sequence and is entirely mineralised. No drilling
has been completed at this target, and explora-
tion is limited to surface grab sampling and
costeaning. The surface grab sampling returned
values up to 2.69 per cent WO3, with an average
value of 0.65 per cent WO3 from ten samples. A
true width of mineralisation of up to one metre
is estimated. Elevated Lead and zinc values were
observed in one trench at the Camp skarn over a
ten metre apparent width.
The tenement containing the skarns of the Mt Alexander prospect
is under application, and will need to be granted prior to conduct-
ing exploration at this area.
Love’s Find Prospect
Significant tungsten mineralisation in the form of scheelite is ob-
served in altered metasedimentary rocks at the Love’s Find Pros-
pect, near Nanutarra Roadhouse. The strongest scheelite minerali-
sation is associated with alteration proximal to a granitoid contact,
within garnet-epidote/clinozoite skarn horizons. The depth extent
and geometry of tungsten mineralisation is unknown, as the pros-
pect has not been drilled.
Composite grab sampling from outcropping skarns yielded assays of
up to 5.66 per cent WO3. The weighted average for composite
grab samples from Love’s Find was calculated at 0.58 per cent
WO3.
Figure 18. Mt Alexander Prospect-image of total magnetic intensity
Figure 19. Moodong Well Prospect geology

30. 28
Potential
The most continuous tungsten mineralisation at Moodong Well
is contained in Zone 11, which is an immediate evaluation tar-
get. The overall continuity, widths and tenor of mineralisation
warrant in-fill drilling with the objective of estimating a Mineral
Resource. The average tenor of mineralisation for the target at
Zone 11, although showing considerable variance, could rea-
sonably be expected to be in the range of 0.5 – 0.6% WO3.
Zone 11 remains open in the down dip position and an area
between Zone 11 and Zone 12 is yet to be tested by drilling.
Tungsten mineralisation at Zone 8 has been intersected by
drilling along approximately 200 metres strike extent. The
widths of mineralisation are not dissimilar to Zone 11, however
the tenor is lower. The Zone 8 area is worthy of in-fill explora-
tion and evaluation drilling with the objective of Mineral Re-
source estimation. The drilling program here would be directed
mineralisation within 50 metres of surface, and possibly extend-
ing deeper if signs of down-dip continuity are shown.
Significant tungsten mineralisation occurs in outcrop at the
Mortgage, White Lightning and Camp Skarns of the Mt Alexan-
der Prospect. Most of the exploration effort has involved sur-
face sampling, and relatively little in the way of drill testing has
been done. Following grant of the tenement, Exploration drill-
ing to determine the geometry and extent of mineralisation is
required.
Surface sampling has shown highly significant tungsten minerali-
sation in outcropping skarn - altered rocks at Love’s Find.
Petrological observations confirm a paragenetic assemblage
consistent with intense contact metamorphism/metasomatism.
The strong tenor of tungsten mineralisation indicated by previ-
ous grab sampling suggests that exploration drilling is war-
ranted.
Metallurgical testwork on samples from Moodong Well and Mt
Alexander indicates that acceptable recovery of scheelite con-
centrates into a saleable product can be achieved using conven-
tional methods.
Metallurgy
Two samples from Zone 11 at Moodoong Well were sent to Un-
ion Carbide for scheelite beneficiation in 1977. Sample (1) con-
sisted of surface material from a costean at Zone 11. Sample (2)
consisted of quartered drill core from various holes. The testwork
showed that a concentrate of greater than 65 per cent WO3 could
be produced using a combination of gravity separation, low inten-
sity magnetic separation (LIMS) and froth floatation (Table 5).
Table 5. Moodong Well beneficiation testwork.
• Heavy liquid separation on samples crushed to -2.36mm
showed the minimum grind size necessary to liberate >90%
of the scheelite was between 300 um – 600 um.
• Magnetic separation indicated that >96 per cent of the
WO3 was contained in the non-magnetic fraction (this is
important, given the pyrrhotite paragenesis). However in
one run, the scheelite reported to the magnetic fraction
with pyrrhotite.
• Gravity separation using jigs and tables at range of different
grind sizes showed that satisfactory rougher concentrates
could be achieved by jigging and tabling at -
2.36mm.
• It was concluded that for optimum recovery, the middling
material would require recirculation, and that a sulphide
phase would have to be separately dealt with, either by
floatation or roasting.
In 1979, a fifty kilogram sample of scheelite bearing skarn from the
Mt Alexander Prospect was submitted to Ore Sorters Australia for
metallurgical testwork. Trials using an ultraviolet ore sorter,
showed that mineralised material in the size range of 7mm – 15mm
was amenable to sorting by this method. Beneficiation testwork
included gravity separation by tabling, followed by magnetic separa-
tion, yielding a concentrate of 74 per cent WO3. It was suggested,
that in order to optimise recovery, a flotation stage would be re-
quired to recover scheelite from the finer fractions.

31. Schedule of Tenements
29
Project Ten. No. Granted Expiry Area* Rental Commitment
Watershed MDL127 1/11/1992 31/10/2007 431 Ha $8,706.20 $0.00
Mt Mulgine E59/428 11/06/1992 10/06/2007 862 Ha $339.57 $20,000.00
E59/566 19/07/1994 18/07/2006 2 B $198.00 $15,000.00
ELA59/1057 - - 6 B $594.00 $20,000.00
M59/386 20/12/1995 19/12/2016 845 Ha $10,782.20 $84,500.00
M59/387 20/12/1995 19/12/2016 887 Ha $11,318.12 $88,700.00
M59/425 17/10/2003 16/10/2024 939 Ha $12,291.51 $93,900.00
MLA59/426 - - 923 Ha $12,082.07 $92,300.00
M59/460 25/08/1992 16/10/2024 701 Ha $9,176.09 $70,100.00
MLA59/461 - - 862 Ha $11,283.58 $86,200.00
MLA59/563 - - 120 Ha $1,570.80 $12,000.00
P59/1083 25/08/1992 24/08/2005 169 Ha $324.58 $6,760.00
P59/1084 25/08/1992 24/08/2005 167 Ha $320.94 $6,680.00
P59/1085 25/08/1992 24/08/2005 149 Ha $288.18 $5,960.00
P59/1086 25/08/1992 24/08/2005 105 Ha $208.10 $4,200.00
P59/1087 25/08/1992 24/08/2005 150 Ha $290.00 $6,000.00
P59/1088 25/08/1992 24/08/2005 190 Ha $362.80 $7,600.00
Mt
Alexander E08/1074(1)
1/09/1999 31/08/2004 2 B $198.00 $15,000.00
ELA08/1410 - - 35 B $3,465.00 $31,500.00
ELA08/1411 - - 5 B $495.00 $20,000.00
M08/269(2) - - 945 Ha $12,370.05 $94,500.00
M08/287(3) - - 6 Ha $78.54 $5,000.00
M08/314(1) - - 705 Ha $9,228.45 $70,500.00
P08/469(2
) 29/04/1998 28/04/2002 2 Ha $18.70 $2,000.00
P08/470(3)
28/04/1998 27/04/2002 6 Ha $18.70 $2,000.00
Notes * Area is hectares (Ha) or graticular blocks (B)
(1) E08/1074 and M08/314 (pending) cover the same
area
- under Section 67 of the Mining
Act (WA) 1978
(2) P08/469 and M08/286 (pending) cover the same
area
- under Section 67 of the Mining
Act (WA) 1978
(3) P08/470 and M08/287 (pending) cover the same
area
- under Section 67 of the Mining
Act (WA) 1978

32. General Risks
Factors such as inflation, interest rates, supply and demand, government taxation policy and industrial disruptions may have
a direct impact on commodity prices, operating and capital costs, labour costs and market conditions generally. Accordingly
the Company’s future possible revenue and operations can be affected by these factors that are beyond the control of the
Company. General movements in local and international stock markets and economic conditions could all affect the market
price of the Company’s securities.
Specific Risks
The Shares offered under this Information Memorandum carry no guarantees in respect of profitability, dividends, return of
capital, or the price at which they may trade on the ASX, if and when Vital Metals’ securities are listed for Official Quota-
tion.
In addition to the risks outlined above, there is a range of specific risks associated with Vital Metals’ business operations and
its involvement in the mining industry.
Mining and Exploration Risks
The business of exploration, project development and mining involve risks by its very nature. To prosper, depends on the
successful exploration and/or acquisition of ore reserves, design and construction of efficient mining/processing facilities,
competent operation and managerial performance and proficient marketing of the product. In particular, exploration is a
speculative endeavour while mining operations can be hampered by force majeure circumstances, cost overruns and other
unforeseen events.
Environmental Impact Constraints
The Company’s exploration program will conform with any conditions as required by the current relevant Mining Laws.
Development of any of the mining properties over which Vital Metals has an interest will be dependent on the project
meeting environmental guidelines and, where required, being approved by government authorities.
Land Access
Immediate access to tenements cannot in all cases be guaranteed. The Company may be required to seek consent of land-
holders or other persons or groups with an interest in real property encompassed by tenements over which Vital Metals
has an interest. Compensation may be required to be paid by the Company to land holders in order that the Company may
carry out exploration and/or mining activities.
Liquidity
Until and unless the Company is able to successfully complete a listing of its securities on the ASX, investors in the Com-
pany may be restricted from selling their securities in the Company within 12 months of their issue by section 707 of the
Corporations Act.
Conclusion
Any of these factors may in the future materially affect the financial performance of the Company and the market price of
its Shares and Options. To that extent, the Shares and Options pursuant to this Information Memorandum carry no guaran-
tee with respect to the payment of dividends, return of capital or price at which Shares and Options will trade.
General and Specific Risks
30

33. I/We hereby apply for Ordinary Shares and lodge in full application monies at A$0.10
per share made payable to Vital Metals Limited.
A cheque for the amount of A$ is attached to this Application Form. Completed Ap-
plication Forms together with cheques are to be forwarded to:
Vital Metals Limited
110 Hensman Street
South Perth WA 6151
Complete Full Name of Applicant:
(Mr/Mrs/Miss/Ms) (Given Name[s]) (Surname)
Company:
(Name) (A.C.N.)
Address Details:
(Number and Street)
(Suburb or City) (State) (Postcode)
Telephone Details:
(Area Code) (Home) (Area Code) (Business) (Contact Name)
Fax Details
(Area Code) (Home) (Area Code) (Home)
Application Form
31