KENTOR GOLD LTDACN 082 658 080 Lead Manager & Underwriter: Tolhurst Noall Lead Manager & Underwriter: Tolhurst Noall

LimitedLimited

Co-Manager to the Issue: Melbourne Capital LtdCo-Manager to the Issue: Melbourne Capital Ltd

Financial Adviser: Investor Resources LimitedFinancial Adviser: Investor Resources Limited

Strategic exploration play in Strategic exploration play in

the Kyrgyz Tien Shanthe Kyrgyz Tien Shan

Important Notice

A Prospectus dated 31 January 2005 was lodged on that day with the A Prospectus dated 31 January 2005 was lodged on that day with the Australian Securities and Investments Commission (“ASIC”). The Australian Securities and Investments Commission (“ASIC”). The Company has applied to the Australian Stock Exchange Limited (“the Company has applied to the Australian Stock Exchange Limited (“the ASX”) for admission to the official list of the ASX and permission for ASX”) for admission to the official list of the ASX and permission for the Shares offered by this Prospectus and the Existing Shares to be the Shares offered by this Prospectus and the Existing Shares to be listed for quotation on the ASX. ASIC and ASX take no responsibility listed for quotation on the ASX. ASIC and ASX take no responsibility for the contents of the Prospectusfor the contents of the Prospectus

No person is authorized to give any information or make any No person is authorized to give any information or make any representation in connection with the Offer described in the Prospectus representation in connection with the Offer described in the Prospectus which is not contained in the Prospectus. Before deciding to invest in which is not contained in the Prospectus. Before deciding to invest in Kentor, potential investors should read the Prospectus in its entirety Kentor, potential investors should read the Prospectus in its entirety and, in particular, consider the risk factors set out in Section 8 that and, in particular, consider the risk factors set out in Section 8 that could affect the performance of Kentor. You should carefully could affect the performance of Kentor. You should carefully consider these factors in light of your personal circumstances consider these factors in light of your personal circumstances (including financial and taxation issues) and seek professional advice (including financial and taxation issues) and seek professional advice from your accountant, stockbroker, lawyer or other professional from your accountant, stockbroker, lawyer or other professional advisor before deciding whether to invest.advisor before deciding whether to invest.

Kentor – the Company Kentor Gold Ltd – a gold explorer and project Kentor Gold Ltd – a gold explorer and project

generator, operated in the Kyrgyz Republic since 1998generator, operated in the Kyrgyz Republic since 1998 Kentor is focused on the Tien Shan Tien Shan of Central Asia – a Central Asia – a

region now emerging as a world-class gold beltregion now emerging as a world-class gold belt that has the potential to deliver multi-million ounce, low-cost orebodies

Large tenement holding of 3,675 kmLarge tenement holding of 3,675 km² granted ² granted tenements, including the strategic Ertash license tenements, including the strategic Ertash license surrounding the Centerra owned Kumtor Gold Mine surrounding the Centerra owned Kumtor Gold Mine (+12Moz)(+12Moz)

Including the IPO will have raised over almost $10 Including the IPO will have raised over almost $10 million. Exploration to date has generated gold targets million. Exploration to date has generated gold targets ready to drillready to drill

Directors & ManagementDirectorsDirectors John Barr, Melbourne - John Barr, Melbourne - ChairmanChairman Andrew Daley, Melbourne - Andrew Daley, Melbourne - Non-Executive DirectorNon-Executive Director David Royle, Brisbane - David Royle, Brisbane - Managing DirectorManaging Director Hugh McKinnon, Bishkek – Hugh McKinnon, Bishkek – Director &Director & Country ManagerCountry Manager Orozbai Tohtonazarov, BishkekOrozbai Tohtonazarov, Bishkek - General Director CJSC - General Director CJSC

Kentor and Director of Kyrgyz Geophysical ExpeditionKentor and Director of Kyrgyz Geophysical Expedition

ConsultantsConsultantsGlobal Ore Discovery - Stephen Nano and Daryl NunnGlobal Ore Discovery - Stephen Nano and Daryl Nunn

Capital StructureShares issued May 1998 to 30 Sep 2004Shares issued May 1998 to 30 Sep 2004

Raised in excess of $3.7millRaised in excess of $3.7mill

22.15 mill22.15 mill

IPO (Raise $6mill @ $0.50)IPO (Raise $6mill @ $0.50) 12.00 mill12.00 mill

TotalTotal 34.15 mill34.15 mill

Market Capitalisation on ListingMarket Capitalisation on Listing $17.08 mill$17.08 mill

Post IPO the largest shareholder will hold approx 7%Post IPO the largest shareholder will hold approx 7%

Existing OptionsExisting Options 4.3 mill exercisable at various times before March 20074.3 mill exercisable at various times before March 2007

at between $0.21 & $0.45per share –escrow 2yrsat between $0.21 & $0.45per share –escrow 2yrs 3 mill exercisable at $0.45 per share before March 20073 mill exercisable at $0.45 per share before March 2007 2.9m Exec. Options exercisable at 125% - 175% IPO price2.9m Exec. Options exercisable at 125% - 175% IPO price

10.19mill10.19mill

The Kyrgyz Republic – straddling the Tien Shan belt

Top 20 gold producers

KYRGYZ REPUBLIC& Tien Shan belt

The Kyrgyz Republic Land-locked independent republic in Central Asia approx same Land-locked independent republic in Central Asia approx same

size and population as Victoria, bordered by China, size and population as Victoria, bordered by China, Kazakhstan, Tajikistan & Uzbekistan;Kazakhstan, Tajikistan & Uzbekistan;

President holds executive powers, parliament has broad President holds executive powers, parliament has broad legislative & constitutional power;legislative & constitutional power;

Kyrgyz currency – Som, is freely convertible at a floating rate; Kyrgyz currency – Som, is freely convertible at a floating rate; Member of the World Trade OrganisationMember of the World Trade Organisation Mining represents a significant part of the economy with gold Mining represents a significant part of the economy with gold

comprising 35% of export receipts, Kumtor Mine has operated comprising 35% of export receipts, Kumtor Mine has operated uninterrupted for 7 yearsuninterrupted for 7 years

Favourable tax changes to encourage mining investment are Favourable tax changes to encourage mining investment are proposedproposed

Mining law has many features of Australian Mining LawMining law has many features of Australian Mining Law

Operating Structure CJSC Kentor holds licenses & manages CJSC Kentor holds licenses & manages

activities in the Kyrgyz Republicactivities in the Kyrgyz Republic Owned 80% Kentor Gold Ltd, 20% Kyrgyz Owned 80% Kentor Gold Ltd, 20% Kyrgyz

Geophysical Expedition (“KGE” – a state Geophysical Expedition (“KGE” – a state organisation)organisation)

Permanent staff of 6 in BishkekPermanent staff of 6 in Bishkek Global Ore Discovery manages exploration Global Ore Discovery manages exploration

activitiesactivities KGE - preferred contractor for field KGE - preferred contractor for field

operationsoperations

Kentor Tenements

Ertash – Strategic Tenement

Gold Targets – ready to drill

The string of gold beads

Kumtor Panorama looking south

KUMTOR MINE

South West Deposit

BORDOO PROSPECTAkbel-Kentor

Prospect

ERTASH TENEMENT

SARYTOR PROSPECTKUMTOR MINE

South West Deposit

BORDOO PROSPECTAkbel-Kentor

ProspectSARYTOR PROSPECT12M oz

Project Generation Using a team of experienced & successful people to Using a team of experienced & successful people to

aapply new technology & a proven generative approach pply new technology & a proven generative approach to an under-explored belt with a world-class pedigreeto an under-explored belt with a world-class pedigree

By integrating state-of-art satellite mineral mapping By integrating state-of-art satellite mineral mapping with proprietary GIS databasewith proprietary GIS database Soviet GeochemistrySoviet Geochemistry Soviet GeologySoviet Geology Soviet GeophysicsSoviet Geophysics Structural AnalysisStructural Analysis Permissive stratigraphy interpretationPermissive stratigraphy interpretation Aster alteration mappingAster alteration mapping

RESULT - new targets identified and tenement RESULT - new targets identified and tenement applications lodgedapplications lodged

Exploration Budget AU$

ProjectsProjects 20052005 20062006

ErtashErtash 1,284,0001,284,000 1,550,2001,550,200

KarasuKarasu 42,40042,400 51,50051,500

KensuKensuKyldooKyldoo

31,40031,400

30,70030,700

34,90034,900

NilNilTien Shan generativeTien Shan generative 657,000657,000 698,100698,100

Kyrgyz AdminKyrgyz Admin 108,100108,100 93,90093,900

Australian ManagementAustralian Management 487,300487,300 461,100461,100

TotalTotal $2,640,900$2,640,900 $2,889,600$2,889,600

Prospectus LodgedProspectus Lodged 3131stst January 2005 January 2005

Opening DateOpening Date 88thth February 2005 February 2005

Closing DateClosing Date 44thth March 2005 March 2005

Dispatch Holding StatementsDispatch Holding Statements 11 March 200511 March 2005

ASX Listing ASX Listing 16 March 200516 March 2005

The company reserves the right to close the offer earlyThe company reserves the right to close the offer early

Indicative Timetable to IPO

OpportunityKentor has:Kentor has: Gold projectsGold projects – demonstrated excellent – demonstrated excellent

discovery potential for world-class depositsdiscovery potential for world-class deposits ErtashErtash – strategic land package on Kumtor – strategic land package on Kumtor

TrendTrend PeoplePeople – enthusiastic & successful technical – enthusiastic & successful technical

teamteam Management skillsManagement skills to: to:

undertake cost effective/efficient explorationundertake cost effective/efficient exploration remain focusedremain focused

Extensive & usable proprietary Extensive & usable proprietary databasedatabase Excellent partner and preferred contractor -Excellent partner and preferred contractor -

KGEKGE

Central Asian Comparables            52 Week Market Cap

Company TickerIssued Shares

Issued Options Currency

Share Price Low High

Undiluted (A$m)

    mm mm          

Perseus Mining Limited PRU.AX 59.5 20.0 AUD 0.15 0.15 0.20 9

Kentor Gold KGL.AX 34.2 10.2 AUD 0.50 17

Palladex Plc PLX.L 61.7 7.5 GBP 0.15 0.14 0.31 21

Eurasian Minerals EMX.Y 19.1 6.0 CAN 1.78 0.62 1.78 35

Central Asia Gold Limited CGX.AX 97.8 22.3 AUD 0.74 0.45 0.84 72

Oxus Gold Plc OXS.L 262.2 10.1 GBP 0.54 0.43 0.70 338

Centerra Gold Inc CG.TO 72.1 0.1 CAN 20.15 14.25 25.30 1492

KENTOR GOLD LTD