Beaconsfield Gold - 2004 Announcements

The Directors are pleased to announce that the Company has accepted an offer from the Commonwealth Bank of Australia ("CBA") to provide a new package of banking facilities.

The new CBA facilities will comprise: -

(a) A $3 million overdraft facility to fund short term working capital requirements. Based on present cash balances and projected cash flows, it is anticipated that in normal circumstances this facility will not need to be drawn upon.

(b) A $3.35 million performance bond facility to support existing guarantee obligations without the requirement for cash collateral. This facility will free up $2.35 million of cash funds which the Company is presently not able to access.

(c) A gold hedging facility providing the Company with the ability to forward sell up to approximately 48,000 ozs of gold per year. This will give the Company the flexibility to lock in a percentage of its future gold production at attractive Australian dollar per ounce forward prices.

The CBA facilities will initially be available until 31 December 2006 and security arrangements will be similar to those for the existing facilities provided by the Company's current banker, Bank of Western Australia Limited

Completion is expected to take place early in the New Year, once the necessary legal documentation is finalized.

The replacement of the existing facilities has been a major priority of the Board for the past four months. The new relationship with CBA, in addition to releasing more than $2 million of previously inaccessible Company cash funds, will provide the Company with considerably more financial flexibility going forward.

Brian Coulter
Acting Chief Executive Officer

7 December 2004

Level 7, Exchange Tower, 530 Little Collins Street, Melbourne, Vic 3000 Telephone (03) 9909 7401 • Facsimile (03) 9909 7402

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26 November, 2004

Annual General Meeting
Beaconsfield Gold NL
As required by section 251AA(2) of the Corporations Act the following statistics are provided in respect to each motion on the agenda. In respect to each motion the total number ofvotes exercisable by all validly appointed proxies was:
*Election of Director - Ms Elizabeth Parkin*
The motion lapsed due to the resignation of Ms Parkin effective 24 November 2004.
*Election of Director - Mr Bede Noonan*
Votes where the proxy directed to vote ‘for' the motion	49,584,657
Votes where the proxy was directed to vote ‘against' the motion	37,441,302
Votes where the proxy may exercise a discretion how to vote	1,490,705

In addition, the number of votes where the proxy was directed to abstain from voting on the motion was	314,910
The result of voting on the motion was:
The motion was carried on a show of hands as an ordinary resolution.

*Election of Director - Mr Bill Tsingos*
Votes where the proxy directed to vote ‘for' the motion	84,656,868
Votes where the proxy was directed to vote ‘against' the motion	2,687,352
Votes where the proxy may exercise a discretion how to vote	1,467,809

In addition, the number of votes where the proxy was directed to abstain from voting on the motion was	19,545
The result of voting on the motion was:
The motion was carried on a show of hands as an ordinary resolution.
*Election of Director - Dr Denis Clarke*
Votes where the proxy directed to vote ‘for' the motion	85,585,365
Votes where the proxy was directed to vote ‘against' the motion	1,693,338
Votes where the proxy may exercise a discretion how to vote	1,522,765

In addition, the number of votes where the proxy was directed to abstain from voting on the motion was	30,106
The result of voting on the motion was:
The motion was carried on a show of hands as an ordinary resolution.
*Non-Executive Directors' Remuneration*
Votes where the proxy directed to vote ‘for' the motion	37,788,992
Votes where the proxy was directed to vote ‘against' the motion	39,846,193
Votes where the proxy may exercise a discretion how to vote	1,113,392

In addition, the number of votes where the proxy was directed to abstain from voting on the motion was	636,455

The result of voting on the motion was:
The motion was not carried as an ordinary resolution on a poll the details of which are:
The number of votes cast for the motion was	38,743,058
The number of votes cast against the motion was	41,263,940
In addition the number of votes which abstained from voting was	645,417
*Issue of partly-paid shares to Ms Elizabeth Parkin*
The motion lapsed due to the lapsing of the motion to elect Ms Parkin as a Director.

*Issue of partly-paid shares to Mr Bede Noonan*
Votes where the proxy directed to vote ‘for' the motion	11,383,672
Votes where the proxy was directed to vote ‘against' the motion	71,832,017
Votes where the proxy may exercise a discretion how to vote	1,138,953
In addition, the number of votes where the proxy was directed to abstain from voting on the motion was The result of voting on the motion was:	220,262
The motion was not carried on a show of hands as an ordinary resolution.

Dated this 26th day of November 2004

Brian Coulter
Company Secretary

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25 November, 2004

CHAIRMAN'S ADDRESS

ADDRESS BY TONY GREENWOOD AT THE ANNUAL GENERAL MEETING HELD IN THE BEACONSFIELD COMMUNITY CENTRE ON THURSDAY 25 NOVEMBER 2004

It is just 10 months since we last gathered for the 2003 AGM. It is hard to imagine how the Company could have contrived a more event packed period of 10 months.

To report to shareholders on the completion of the last 5 months of the last financial year from January to 30 June 2004 is a matter of great pleasure and pride for me and the whole Board. The first five months of this financial year have also been interesting times.

I propose to comment first on the mine joint venture, secondly on other corporate events since our last AGM, thirdly on our goals going forward, and fourthly on corporate governance.

A. Review of 2003/2004 Financial Year and Subsequent Events

1. The Beaconsfield Mine

The main reason for our Company's existence at present is to be a successful investor in the Beaconsfield Mine. The mine's operations were very successful over the 2003/2004 financial year and as a consequence, Beaconsfield Gold's corporate operations were extremely successful. Details are in your annual report, but the headlines are worth repeating often.

The average head grade for gold ore was 20.8 grams per tonne. Gold production was a record 147,152 ounces. Direct mine operating expenditure was $308 per ounce produced. With a mine result as good as that and with the gold price at favourable levels our Company's investment would not be otherwise than highly profitable.

Maintaining the high level of profitability realised from the high grade ore will, as the decline drives more than a kilometre vertically below the surface, depend on effective control of increasing costs arising from factors including rock stress, air temperature in the deeper working areas, and trucking over the extended length of the decline. In addition a new tailings dam will need to be constructed for a mine life beyond 2007.

As we do not control mine management we have only limited influence on achieving better cost efficiency. Under current joint venture arrangements achieving the best outcomes for our shareholders in joint venture business depends on maintenance of mutual goodwill and respect leading to a capacity to get insight into, and have influence on, internal management realities.

Change in Stratigraphy: On the subject of the stratigraphy of the Tasmania Reef, it is useful to clarify an announcement we made in May 2004 in the light of later information. At that time we announced "a new high grade ore zone on the eastern flank of the Tasmania Reef". Subsequent assessment suggests that this ore zone was not "new" in the sense of "additional" but is a previously unexpected repositioning eastward of the main high grade Tasmania Reef, and results from a fold to the east that occurred at a time subsequent to formation of the reef. This fold is related to a sudden flattening in stratigraphy illustrated in the long section diagram on the back cover of the Annual Report.

The flattening and repositioning of the ore body was not recognised at the time of our May announcement due to a lack of infill and step out exploration drilling, in part as a result of the financial controls imposed by both joint venture partners being under external administration during the year.

The changing geology has resulted in a change to (and acceleration of) the staged drilling program to delineate ore reserves. Contemporaneously with mapping of the fold, one drill hole result in May indicated a start to definition of a renewed high grade cental zone down dip and justified the decision to extend and accelerate the drilling program. The further program has yet to yield results that confirm continuation of the high grade zone, however the drilling program will continue until around June 2005.

This emphasises the necessity that priority continues to be given to ameliorate the inherent risk of mine planning without sufficient geological data. Our Company therefore stands ready to commit the funds necessary for a continuing forward drilling program within the Tasmania Reef for the purpose of enabling informed mine planning.

The geological risk exposed by the unexpected divergence in the reef is linked to the financial risk inherent in our joint venture partner, who is also the mine manager, having potentially divergent financial goals from ours. As I will outline shortly, we therefore believe it is in our Company's interests to bring the mine and its tenements under the single integrated ownership of this Company if commercially possible. Not only would this eliminate the extra administrative costs and associated lines of communication built into a joint venture structure, but it would enable the operational mine management to drive mine operating and cost efficiency in the interests of a single economic entity primarily focussed on long term shareholder return rather than maximising short to medium term cash flow to recover debt.

Full ownership of the Beaconsfield mine therefore remains the primary strategic objective of the Board as one means of maintaining and growing earnings per share and achieving long term profitability in the resources industry. This is not an objective that we will pursue at all costs. If it cannot be achieved on commercial terms that enhance the interests of shareholders, then the Company will pursue growth elsewhere.

BMJV relationships: In spite of tension arising from the matters that I will come to shortly, the joint venture relationships that have been built between our Company and Allstate Explorations NL during this calendar year have been generally positive, and the growing degree of commercial respect between us is a factor that will assist overall morale at the mine and therefore contribute to good operating results.

BMJV Exploration: Exploration on joint venture tenements has been undertaken since October 2002 through a joint venture between the BMJV partners and Diamond Ventures NL, but that venture has not had material exploration success. This joint venture has now terminated, and the BMJV will undertake its own exploration program on the principal joint venture tenement in 2005. The BMJV is in the process of applying to the Tasmanian Government for necessary extensions to its leases. We consider that a strong exploration program by the joint venture is essential. This is clearly an issue that is more important to Beaconsfield Gold than it is to Allstate Explorations at present, and we will press to reinstate the momentum that has been lost as the Diamond Ventures arrangement has wound down.

Current Year Mine Performance: Gold production for the four months to October 2004, whilst at an annualised rate of some 8.5% below 2003/04 record production, was in line with budget. The grade of ore treated, at 18.6 g/t gold, was 10.6% below the average 2003/04 grade, reflecting the variable nature of the Tasmania Reef.

Operating costs for the same four month period were 12 % higher than the monthly average for the second half of 2003/04, but were 2% below budget. Higher expenditure in the current year mainly reflects underground equipment costs to support budgeted higher production and development rates, scheduled equipment maintenance and rebuilds, the expensing of waste rock haulage on the surface as an operating cost (previously capitalised thus no increase in cash cost), and the additional cost of introducing a new manning roster.

The Joint Venture prepares its budgets on a six monthly basis, and we have not yet seen the January/June 2005 budget. However, we expect total costs over the financial year to be materially higher than in 2003/2004. Accordingly we expect that this years' profit from the mine will be lower than in 2003/04. We nevertheless believe that there are reasonable grounds to expect that, at current gold prices, the Mine will continue to generate strong net cash flow to Beaconsfield Gold over the next two years.

2. Corporate Progress of Beaconsfield Gold NL

The return of the Company to Official Quotation on ASX on 2 April 2004 requires acknowledgement of the outstanding contributions from all concerned, directors, new investors, corporate advisers and, of course, the loyal financial support of all our shareholders in contributing new capital through our extremely successful rights issue.

The two sophisticated investor groups introduced to re-finance the Company have not only done very well for themselves but have enabled all shareholders to do very well indeed. We do not know of any comparable revival of an Australian resources company after going into receivership. It was not an armchair ride on a smooth highway, but a complex and expensive exercise. While not the only possible option for moving forward, there is now no doubt that it won investment value for shareholders far in excess of what might have been achieved by any other route.

We have received many letters, telephone calls and personal visits from shareholders to ask for more information about the Board's handling of executive administration this year.

The major task of the Board by December 2003 was to secure the support of BankWest to release of the Company from receivership. While BankWest was receptive to the prospect of obtaining an early substantial debt repayment, with excellent further prospects of recovering the whole of its principal within 18 months, it had conditions to impose on the Company for assurance that its own continuing commercial position was protected at least as well as was being done by its receiver, and the devil was in the detail. These included its approval of both the composition of the Board of Directors and of the person representing us on the Beaconsfield Mine Joint Venture Management Committee.

The Company was next further constrained by the need to give additional covenants to Allstate Explorations in order to extract the receiver from the arrangements he had made with its Administrators for the trade-on of the Beaconsfield Mine operations. The Administrators imposed stringent terms to secure that the Company would comply with its future commercial obligations. Cash required for mine operations must be promptly paid each fortnight, but the most significant covenant required was a schedule to pay a $2.6 million debt (outstanding since June 2001) by six monthly instalments with no latitude whatever for late payment of any instalment.

The corporate systems initially established were plainly inadequate for these purposes, as financial relationships with both the Administrators and the Bank were destabilised when a scheduled instalment payment to Allstate Explorations was missed on 1 July 2004. As well as putting temporary pressure on our cash reserves this in turn made the Company liable to be returned to even more restrictive bank controls. It required some weeks of patient high level communication before it was practical to make a successful a request to BankWest for loan re-draw to assist a solution to the issue that enabled the entire outstanding amount to be paid some three years ahead of schedule. Early clearing of the debt has upside for the Company in removing one constraint on our future financial options.

Corporate resources and systems put in place since 1 July are far more robust than those applying in our first quarter after emergence from receivership.

Although the July event of missing the due date for a payment to Allstate Explorations had consequences for the Company in terms of deferring repayment of bank debt, corporate reputation, additional bank and legal costs, Board distraction, and especially some loss of momentum in our pursuit of a strategy for rationalisation of mine ownership, the agenda for that rationalisation strategy has by no means been derailed. We have pressed on with negotiations with a number of banks, with a view to developing a new general banking relationship that will open the way to funding of an acquisition proposal. We presently have credit approved offers from two major banks, and anticipate choosing the successful bidder next week.

Cash flows from gold production since June mean that the Company is now in a much stronger cash position than at 30 June 2004: Cash held by BankWest in our gold proceeds and guarantee collateral accounts is currently around $6.8 million. This cash is dedicated to Beaconsfield Mine related expenses and debt repayment. Bank debt stands at $4.2 million. We are thus confident that in the first half of 2005 the Company will either be in a position to repay, or will have repaid, its current bank debt. This will further strengthen the Company's capacity to fund any new acquisition, or to pay a dividend for the 2004/2005 year.

The hedging regime presently imposed on us by BankWest has reduced the current hedge book to around 19,000 ounces. The low level of hedging will enable the Company to review its hedging strategy when it re-establishes a capacity to undertake new hedging as part of the expected new banking relationship, as well as to exploit favourable current spot prices.

The Allstate Administrators had sought, as part of settlement of the July default, to have our claim arising out of circumstances related to entry into the BBR contract in 1998 abandoned. I strongly resisted this, and a proof of debt in respect of this claim has now been lodged with the Administrators. The Administrators have yet to inform us whether they will admit the claim. We see this claim (already subordinated to other non-related creditors) primarily in the context of our Company's investment in the Beaconsfield mine through Allstate Explorations. The claim must be maintained on foot as part of the protection of that investment.

3. Beaconsfield Gold Exploration

We have established an exploration plan for the Company's 100% owned mining tenements and have identified some positive prospects. A drilling program is in progress, and initial results have been encouraging, but it is early days. A report on the initial drill hole was given in the September Quarterly Report, and up to date details will be given in the December Quarterly.

B. Corporate Goals for the Balance of 2004/2005

The Company's principal goals this financial year are:

(1) To negotiate a successful commercial proposal to bring the entire Beaconsfield mine under the ownership of Beaconsfield Gold NL. Alternatively, if that goal cannot be achieved on commercial terms satisfactory to the Company, then the Board may seek to grow and diversify by acquisition of other sound gold mining assets.

(2) To continue with the planned exploration of the Company's 100% owned tenements surrounding the Beaconsfield mine for the purpose of discovering and establishing further economic gold assets, under the Company's sole control, in the vicinity of the existing mine.

It is my personal judgment that achievement of full ownership of the Beaconsfield mine is largely dependent on the Board, with a common mind, putting in place an executive management team focussed on entrepreneurial negotiation of the acquisition, and on the team being capable of hitting the ground running with efficient execution of consolidation of the asset on successful completion of a deal. The acquisition team, at both Board and management level, must have the commercial respect of the willing but not anxious players with whom it will need to deal. If those pre-conditions to the acquisition are to be satisfied, Beaconsfield Gold still has some internal management preparation to do before we are fully ready for external change. However, the changes needed are, in principle, able to be quickly achieved.

Last March we canvassed the four main parameters of an acceptable commercial Beaconsfield Mine acquisition outcome with Macquarie Bank, the principal stakeholder. While the acquisition would be complex, it is achievable commercially in the near term. Alternate routes that may lead to the same destination would be long, arduous and uncertain, though they are not to be dismissed until all relevant circumstances at the time are assessed.

In addition to our two main goals, establishment of a dividend policy has been on the Board agenda for some months. Further consideration of the matter was necessarily deferred until the effects of the July event were overcome and our new banking facilities settled. The Board has not recommended a dividend for the financial year 2003/4. It is obviously premature to say what the Board will recommend to the next AGM, but continuing good cash flow and a longer term banking facility structure should provide the basis for consideration of securing further shareholder returns in 2005. The fundamental of dividend policy is not only that the Company has sustainable profits but also has sufficient cash resources to cover reasonably foreseeable mining expenses and debt costs. Once the balance sheet is secure on those points, the Board will be guided by shareholder sentiment in determining whether to apply some cash surpluses in paying an interim dividend. Shareholders must consider the timing of dividends relative to the priority of investing to acquire additional assets that will extend the life of the Company (and enhance returns to shareholders) beyond the immediately known economic time horizon of the Tasmania Reef. The Board would like to see the Company stay profitably productive with a life longer than some of us in the room, but to pursue that goal we need to retain sufficient cash resources to contribute to establishment of a long term productive asset base.

C. Corporate Governance

At the last AGM I quoted George Santayana to the effect that those who fail to learn the lessons of history may be condemned to repeat it. Looking back on the Board's experience this year, it may be said that we have done both a lot of learning from history and some repeating of it.

We have made substantial progress in establishing the framework for governance of the Company and are engaged in implementation of systems that reflect ASX Best Practice Principles. The limited infrastructure of the Company has required all directors to put in substantial time this year, and the expectations of time contributions from all directors are substantial and growing with the growth of the Company.

As I foreshadowed at the last AGM, the recapitalisation of the Company was followed by a restructure of the Board. John Miedecke retired from the Board earlier this year after many years of service, and three new Directors were appointed. Mike Trumbull will retire as managing director at the end of this meeting but will continue as a Non-Executive Director. His personal commitment to the Beaconsfield mine and to prospects for further discoveries in the Beaconsfield region is legendary.

Jeff Williams will retire at the end of the year. Elected at an EGM in June 2003, Jeff was an important member of the Board team that finalised the recapitalisation agreements that led to the retirement of the receiver. Jeff has been a wise Board contributor and we wish him well in his company's new African endeavours.

Strong individual contributions have been made to the Board by Bede Noonan, Elizabeth Parkin and Bill Tsingos. Shareholders have been well served by each of them and we thank them for the unstinting generosity of time they have given that is out of all proportion to the remuneration to which they are entitled under present arrangements. I especially wish to acknowledge the contributions made by Elizabeth Parkin, whose hard work and clear appreciation of the discipline required by audit and risk management processes have been a stabilising influence for the Company. Her courage and independence in standing up to pressures exerted upon her are qualities that would add lustre to any board.

In the notice of meeting we have said that the Board will undertake a review of its own composition and performance in the first half of next year, and that could mean encouraging a voluntary resizing of the Board. The imminent retirement of Jeff Williams and departure of Elizabeth Parkin have changed the picture since that was written, but such a review would still be valuable.

Our Board in its first 8 months of post receivership life has necessarily been, because of thin corporate head office infrastructure, what can be described, in governance speak, as both an "Intervening Board" and an "Operating Board". An Intervening Board becomes intensely involved in decision making around key issues and communicates intensely, often with meetings at short notice. An Operating Board makes key decisions for management implementation and fills in gaps in management capacity. Because of multiplication of operating decision makers, boards that intervene or operate create risks that individual directors may veto and stultify desirable action, so that the Board becomes as slow to act as the most obstinate member. While I am not suggesting this has happened to us, moving the management structure of the Company to a shape that will enable the Board to be engaged in the most effective mode of involved decision making is an internal governance goal for us in 2005.

The Board has been engaged since mid July in a wide ranging search for a suitable new Chief Executive Officer, to succeed Mike Trumbull, and has used a professional search consultant. The market is tight and the search process is still continuing. A successful outcome will, in my view, be crucial in shaping progress towards, and execution of, a successful acquisition strategy.

As from the conclusion of this meeting, our Chief Financial Officer, Brian Coulter, will be acting Chief Executive Officer. As acting CEO, Brian will be primarily responsible for the Company's relationship with the Beaconsfield Mine Joint Venture and therefore our representative on the Joint Venture Management Committee. Brian was appointed as Chief Financial Officer and Company Secretary on 19 July. In that role he has done a magnificent job with great sang-froid and efficiency, and has already made a large contribution to the task of enhancing financial control systems of the Company. We also congratulate him for his role in progress towards securing a new banking relationship for the Company, and for identifying an area of potential significant corporate cost reduction.

Conclusion

In the calendar of the United States of America today is, of course, Thanksgiving Day. It is a time for focus on community and family, but Thanksgiving celebrates primarily the attitude of the pilgrims who left inhospitable circumstances in England to find wealth, freedom and integrity in the new world. At the last AGM I suggested we celebrate Chinese New Year. At this AGM it is pertinent to quote the Old Testament reading set for Thanksgiving Day which will be listened to by millions of Americans, since with a little imagination it has something to say to the community of Beaconsfield Gold shareholders:

"When your cattle and flocks increase, when you have plenty of silver and gold and when you have an abundance of everything, be sure you do not feel self-important ... Be careful not to say 'My own ability and skill have gotten me this wealth'. You must remember the Lord your God, for he is the one who gives ability to get wealth." (Deuteronomy 8:13, 17-18)

The quality of the Beaconsfield Mine assets and the support of its shareholders have enabled us to overcome all the issues the Company has encountered this year. We look forward with thankfulness, if not yet to an abundance of everything, to plenty of silver and gold.

Tony Greenwood
Chairman

25 November 2004

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24 November, 2004

RETIREMENT OF DIRECTOR

Retirement of Elizabeth Parkin

Ms Elizabeth Parkin has announced her retirement as a Non-Executive Director of the Company, effective immediately.

Elizabeth was invited in March this year to join the Board as Chair of the Audit and Risk Management Committee. Her career experience in corporate finance with KPMG, and her skills and experience as a professional director, including as chair and member of Audit Committees of other public corporations, combined with her fearless independence, have added strong value to the Board. Her resignation is accepted with regret.

Tony Greenwood
Chairman

16 November, 2004

Change of Registrar

We write to inform you of the following change of Registrar:

Entity:		Beaconsfield Gold NL
ASX Code:		BCD

Old Registry Details:

Computershare Investor Services Pty Limited Level 2 45 St Georges Terrace Perth WA 6000

New Registry Details:

Computershare Investor Services Pty Limited
Yarra Falls
452 Johnston Street
Abbotsford Vic 3067
Phone: 1300 850 505
Overseas callers: 61 3 9415 4000
Facsimile: 61 3 9473 2500

Intended changeover date: Monday 22 November 2004 - Commencement of Business

Should you require further information, please do not hesitate to contact me directly on (03) 9909 7401.

Yours faithfully

Brian Coulter
Company Secretary

10 November, 2004

RETIREMENT OF DIRECTOR

Retirement of Jeff Williams

Mr Jeff Williams has announced his retirement as a Non-Executive Director of the Company, effective from 31 December 2004, due to his heavy work commitments as Managing Director of Mineral Deposits Limited.

Since his election in June 2003, the Board has benefited from Jeff’s practical wisdom, wide mining experience and extensive contacts, both in his role on the Remuneration and Appointments Committee and generally.

Tony Greenwood
Chairman

04 November, 2004

LODGEMENT OF PROOF OF DEBT AGAINST ALLSTATE EXPLORATIONS NL (SUBJECT TO DEED OF COMPANY ARRANGEMENT) ("ALX")

In accordance with a request from the ALX Deed Administrators and under the terms of a Deed dated 6 August 2004 between the Beaconsfield Gold Group companies, the Allstate Group companies and the ALX Deed Administrators, Beaconsfield Gold NL ("BCD") yesterday lodged a formal proof of debt against ALX in the amount of $29,271,854.

The proof of debt alleges that ALX, as Manager of the Beaconsfield Mine Joint Venture ("BMJV"), acted negligently in its dealings with the partnership between Batepro Australia Pty Ltd and Brown & Root Engineering & Construction Pty Ltd (together "BBR") and in contracting with BBR rather than the original tendering partnership of Bateman Project Engineering Pty Ltd and Kinhill Pacific Pty Ltd (together "Bateman Kinhill"). The contract involved the design, supply, construction and commissioning of a gold ore treatment plant and a bacterial oxidation plant at the Beaconsfield mine.

The BMJV participants were, in January 2004, awarded damages of $60,366,785 against BBR, relating to the contract, whereby the BMJV participants successfully alleged, amongst other things, delay, unsatisfactory design and construction, major defects and omissions in the works and failure to satisfy performance tests. The BCD claim against ALX represents the Beaconsfield Gold Group's 48.49% share of that award.

Under the Transitional Arrangements Deed between the BMJV participants of 11 March 2004 this debt claimed is subordinated to all non related party creditors' claims against ALX, and those claims take priority over this claim. The debt cannot be set off against any amount due to ALX or used in support of a claim to have ALX removed as Manager of the Joint Venture.

The companies comprising BBR are subsidiaries of the Bateman Kinhill companies, and both BBR companies are presently in the hands of liquidators.

The ALX Deed Administrators have not yet responded to the proof of debt.

Brian Coulter
Company Secretary

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07 September, 2004

PAYMENT OF PRE – 8 JUNE 2001 BEACONSFIELD MINE TRADE CREDITORS

Further to the announcement made on 9 August 2004, the Directors are pleased to announce that the Company has today paid in full the remaining $1,565,696 of its 48.49% share of the debt owed by the Beaconsfield Mine Joint Venturers to the pre – 8 June 2001 unsecured trade creditors.

The unsecured trade creditors were the providers of goods and services to the Beaconsfield Mine who had their invoices frozen when Allstate, the Manager of the Beaconsfield Mine Joint Venture, went into administration on 8 June 2001.

Brian Coulter
Company Secretary

Also available as a PDF File - 80K

09 August, 2004

PAYMENT OF PRE – 8 JUNE 2001 BEACONSFIELD MINE
TRADE CREDITORS

The Directors are pleased to announce that the Company has agreed to pay in full the remaining amount, approximately $1,966,000, of its 48.49% share of the debt owed by the Beaconsfield Mine Joint Venturers to the pre - 8 June 2001 unsecured trade creditors.
Payment of $400,000 was made on 6 August 2004 with the balance, approximately $1,566,000, expected to be completed over the next few months.

The unsecured trade creditors were the providers of goods and services to the Beaconsfield Mine who had their invoices frozen when Allstate, the Manager of the Beaconsfield Mine Joint Venture, went into administration on 8 June 2001.

The Company’s Chairman, Tony Greenwood, said: “Beaconsfield Gold has consistently stated its commitment to paying its share of the unsecured trade creditors’ debt as soon as practicable and it is very pleasing that we will be able to achieve that aim more than two years ahead of the originally agreed schedule, thanks to the excellent performance of the mine”.

Mike Trumbull
Managing Director

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10 May, 2004

NEW HIGH GRADE ORE ZONE ON THE EASTERN FLANK OF THE TASMANIA REEF

Below the 735 metre level in the Beaconsfield Mine (Beaconsfield Gold 48.49% direct interest), the limited diamond drilling carried out to date on the eastern flank of the Tasmania Reef had not indicated the presence of any high grade ore. However, exploration driving on the 840 metre level underground is now opening up previously-unknown ore over above-average widths on the eastern flank.

From 2,930m East on the 840 metre level, 41 metres of strike driving averaged 11.7 g/t gold over an average width of ore of 7.2 metres. 44 metres of subsequent driving has so far averaged 24.1 g/t gold over an average width of 3.9 metres.

Overall, the drive has so far established 85 metres of continuous strike averaging 16.3 g/t gold over an average width of 5.5 metres. In terms of gold accumulation (width times grade), this is around twice the average for the current ore reserve.

The 840 metre level exploration drive, which is still in high grade ore, will be continued eastward to the Flowery Gully Limestone, which is thought to be about 40 metres distant. To block out new ore reserves in this area, additional reef driving above and below the 840 metre level will need to be carried out. Driving on the 870 metre level, 30 metres vertically below the 840 metre level, has commenced.

Mike Trumbull
Managing Director

15 March, 2004

FUND RAISINGS OF $14.5 MILLION COMPLETED AND THE RECEIVER & MANAGER RETIRED

Retirement of the Receiver and Manager

The Board is very pleased to advise shareholders that the Receiver and Manager for Beaconsfield Gold, Mr Garry Trevor of Ferrier Hodgson, who was appointed on 25 June 2001, retired on 12 March 2004 following completion of the Company's capital raisings.

The Company Chairman, Tony Greenwood, said: "This is a very rare event for corporate Australia. The injection of new capital has resulted in a fantastic win-win situation for Beaconsfield Gold shareholders, BankWest, the Beaconsfield Mine, Tasmania in general and the Tamar Valley and surrounding areas in particular. We will be focused on adding value for our shareholders going forward and a primary way of achieving that will be to step up our exploration efforts at Beaconsfield. We want to see the establishment of long-life economic ore resources at the Beaconsfield Mine and we want to thoroughly explore our 100% owned tenements in the area."

Fund Raisings Completed

The Company on 12 March 2004 completed $5.5 million of equity funding provided by "sophisticated investor" clients of Tolhurst Noall Limited. The first $0.431 million of funding had been provided to pay for all the corporate costs necessarily incurred by the Beaconsfield Gold board up until the retirement of the Receiver and Manager and this high-risk funding has been converted into Beaconsfield Gold fully-paid ordinary shares at $0.10 per share. A total of approximately 4.312 million shares have been issued to cover this initial funding.

The balance of the agreed funding, $5.069 million, has been subscribed at $0.23 per Beaconsfield Gold fully-paid ordinary share to facilitate the necessary restructuring of the company's finances with BankWest. A total of approximately 22.038 million shares have been issued to cover this secondary funding. For the total agreed equity funding of $5.5 million, approximately 26.350 million shares have been issued.

The Company on 12 March 2004 also raised $9 million through the issue of 30 million unlisted convertible notes to Gold Investors Pty Ltd, each note convertible into a fully paid Beaconsfield Gold share for $0.30 by 30 June 2006.

Principal terms of the convertible notes include the following:

Interest of 9.0% per annum, interest payable each six months in arrears until conversion or redemption;

Notes secured by a second ranking charge (behind BankWest) over the fixed and floating assets of Beaconsfield Gold;
Beaconsfield Gold must redeem the notes in full at 30 June 2006 unless the notes have been converted; and
Notes can be converted at any time during their life.

Restructuring of Debt Facilities with BankWest

Net secured debt for Beaconsfield Gold (BankWest secured debt plus accrued interest less cash held by the Receiver and Manager) had been reduced to $22.7 million at 31 December 2003, having been $32.8 million on 25 June 2001, when the Receiver and Manager was appointed, and having peaked at around $35.0 million in October 2002. $4.5 million of the secured debt was in the form of a convertible note which could be converted into a maximum of 9.0 million fully paid Beaconsfield Gold shares at $0.50 per share by 31 December 2004.

Following the fund raisings and the restructure of the BankWest facililities, Beaconsfield Gold is holding a total of approximately $3.6 million in cash (of which approximately $1.1 million is earmarked to cover near-term expenses) and secured debt with BankWest has been dramatically reduced to approximately $8.3 million.

Under the restructuring, the $4.5 million convertible note with BankWest has been cancelled and Beaconsfield Gold has issued 6.5 million unlisted options to BankWest with an exercise price of $0.30 each on or before 30 June 2006. If BankWest exercises all of the options in the future, the additional funds raised by Beaconsfield Gold would be $1.95 million.

ASX Trading

The Company is now progressing a timetable to enable the lifting of the suspension on trading of the fully-paid ordinary shares (ASX code "BCD") and will make further announcements closer to the recommencement of trading which should occur around end March 2004.

Mike Trumbull
Managing Director

15 March 2004

Also available as a PDF File (120K)

25 February, 2004

(RECEIVER AND MANAGER APPOINTED)

STOCK EXCHANGE ANNOUNCEMENT
APPOINTMENT OF ADDITIONAL COMPANY SECRETARY

The Board of Beaconsfield Gold has appointed Mr Bede Gerald Noonan as an additional Company Secretary for the Beaconsfield Gold group of companies.

Mike Trumbull
Company Secretary

25 February 2004

17 February, 2004

(RECEIVER AND MANAGER APPOINTED)

STOCK EXCHANGE ANNOUNCEMENT
BEACONSFIELD GOLD'S OFFER TO FULLY REPAY ITS UNSECURED DEBT TO ALLSTATE

The following letter was today mailed to the Allstate BMJV unsecured creditors.

Mike Trumbull
Company Secretary

17 February 2004

43 Rowland Street, Kew, Vic 3101 • Telephone (03) 9817 7412 • Facsimile (03) 9817 7413

(RECEIVER AND MANAGER APPOINTED)

Dear Allstate Unsecured Creditor 17 February 2004

BEACONSFIELD GOLD'S OFFER TO FULLY REPAY ITS DEBT TO ALLSTATE

You, or your company or organisation, are listed as an unsecured creditor of Allstate Explorations NL (Subject to Deed of Company Arrangement) ("Allstate").

Creditors' Meeting

Mr Michael Ryan of Taylor Woodings, one of the Allstate Joint Deed Administrators, has called a creditors' meeting to be held at the Launceston Function Centre (corner of Canal Street and Lower Charles Street, Launceston, Tasmania) on Tuesday 24 February 2004 at 11.30am and you should have already received a circular regarding the meeting from him.

The purpose of the creditors' meeting is to consider, and if thought appropriate, approve the offer from Beaconsfield Gold to repay in full, in 8 equal six-monthly payments of $324,750, its total remaining debt of $2,598,000 to Allstate as Manager of the Beaconsfield Mine Joint Venture ("BMJV"). Under the Allstate Deed of Company Arrangement ("DOCA"), all of the proposed payments by Beaconsfield Gold will flow 100% to the Allstate BMJV unsecured creditors. The total further dividends to the Allstate unsecured creditors of $2,598,000 would equate to approximately 44.3 cents in the dollar of the BMJV trade creditor claims as at 8 June 2001.

I strongly urge you to attend the meeting on 24 February and to vote "FOR" the repayment offer. If you cannot attend in person, please appoint a proxy to attend and act on your behalf and add the words "TO VOTE FOR ANY RESOLUTION THAT IS MOVED TO ACCEPT THE REPAYMENT OFFER FROM BEACONSFIELD GOLD" after (3) on the Appointment of Proxy Form included as Annexure C in the circular to creditors. Fax your completed proxy form to (08) 9321-8544 before 5pm, Monday 23 February 2004.

You may appoint any person to be your proxy at the meeting. Mr Denis Seen and Mrs Diane Seen, substantial Allstate unsecured creditors who are in favour of the Beaconsfield Gold offer, will be attending the meeting and are willing to act as proxies for other unsecured creditors not able to attend the meeting. To appoint them, simply add the words "MR DENIS SEEN or in his absence MRS DIANE SEEN" after (2) on the Appointment of Proxy Form.

While Michael Ryan has not made a firm recommendation in the circular, he does say, in part, that
"It is possible a decision will be made at the Meeting. In this regard we are generally supportive of the Receiver and Manager's attempts to restructure (Beaconsfield Gold) which will enable (Beaconsfield Gold) to repay the cash call debt (to Allstate)".

The Repayment Offer

Date	Payment by Beaconsfield Gold	Cumulative Payments	Cumulative % of Beaconsfield Gold Debt
End February 2004	$324,750	$324,750	12.5 %
1 July 2004	$324,750	$649,500	25.0 %
1 January 2005	$324,750	$974,250	37.5 %
1 July 2005	$324,750	$1,299,000	50.0 %

1 January 2006	$324,750	$1,623,750	62.5 %
1 July 2006	$324,750	$1,948,500	75.0 %
1 January 2007	$324,750	$2,273,250	87.5 %
1 July 2007	$324,750	$2,598,000	100.0 %

Why a "FOR" Vote is Required at the 24 February Meeting

Beaconsfield Gold is raising funds in order to reduce and restructure its secured debt facilities with BankWest and to enable Beaconsfield Gold to come out of receivership and have the ASX trading suspension on its shares lifted. As part of the negotiations with BankWest, Beaconsfield Gold has been able to secure BankWest's approval for the above repayment offer.

All of the funds to be raised by Beaconsfield Gold have conditions precedent that require Beaconsfield Gold to come out of receivership and for Beaconsfield Gold to have settled with its various unsecured creditors, including Allstate. Further, of the funds to be raised, a significant portion, announced in July 2003, has a condition precedent that requires Beaconsfield Gold to come out of receivership by 29 February 2004. As a result, if the above repayment offer is not accepted by the Allstate unsecured creditors on 24 February 2004, Beaconsfield Gold may not be able to come out of receivership as negotiated with BankWest.

Why You Should Vote "FOR" the Beaconsfield Gold Offer
Four major reasons why the Allstate unsecured creditors should vote "FOR" the Beaconsfield Gold offer are:

The offer by Beaconsfield Gold to fully repay its debt of $2.6 million over time is clearly very attractive given all the circumstances. Beaconsfield Gold's secured creditor, BankWest, is allowing the Allstate unsecured debt to be be repaid in instalments ahead of full repayment of the BankWest secured debt. If the offer is not accepted, and the Beaconsfield Gold reconstruction does not proceed, it is uncertain whether Beaconsfield Gold will be in a position in the future to repay any of the unsecured debt to Allstate and whether, as a result, the Allstate unsecured creditors would receive any of the proposed $2.6 million of further dividends.
Acceptance of the offer will enable the Receiver and Manager for Beaconsfield Gold to retire. On his retirement, security for suppliers of goods and services to the Beaconsfield Mine will be maintained through additional funds being paid to Allstate as Manager of the Joint Venture to cover existing liabilities, a new fortnightly cash call regime being introduced and significantly increased bank guarantees being put in place in favour of Allstate as Manager (refer "Other Matters" below).
Acceptance of the offer will enable Beaconsfield Gold to come out of receivership and for Beaconsfield Gold shares to recommence trading on the ASX in March 2004. Around 40% of Beaconsfield Gold's shareholders live in Tasmania, significantly more than for any other State. Once out of receivership, Beaconsfield Gold will have the clear ability to raise any additional funds that may be required, for example for further exploration drilling programs to extend the life of the mine, through equity raisings via the ASX.
Once out of receivership, Beaconsfield Gold is committed to making a positive contribution to the BMJV through constructive participation on the BMJV Management Committee. While currently performing extremely well, the key factor for the Beaconsfield Mine will be its longevity. A long-life Mine will provide enormous benefits for Tasmania generally and the Tamar Valley and surrounding areas in particular.

Other Matters
Various other matters relating to the retirement of the Receiver and Manager for Beaconsfield Gold are as follows:

On retirement, the Receiver and Manager will pay to Allstate, as the BMJV Manager, the Beaconsfield Gold Joint Venturers proportion of all liabilities for goods and services delivered or received at that time. At the same time, the Allstate Joint Venturers will pay their equivalent proportion to Allstate as Manager.
On the retirement of the Receiver and Manager, a new BMJV cash call regime will be instituted whereby cash calls will be made fortnightly instead of monthly, as liabilities are incurred, and will be payable by all Joint Venturers within three days.
On the retirement of the Receiver and Manager, both the Beaconsfield Gold and Allstate Joint Venturers will provide "on demand" bank guarantees for $3 million each to Allstate as Manager in respect of future cash calls and pre-appointment employees' entitlements.
On the retirement of the Receiver and Manager, the Beaconsfield Gold Joint Venturers will give an undertaking not to challenge for the Management Rights of Allstate for any reason arising from circumstances occurring before the retirement of the Receiver and Manager. Further, the Beaconsfield Gold Joint Venturers will not challenge for the Management Rights on the basis that Allstate is subject to a DOCA or insolvent. This will allow future management fees, net of certain administration costs, to flow to the Allstate unsecured creditors as additional dividends, once the Macquarie Bank secured debt is paid in full.
The Receiver and Manager has previously referred to a potential counter claim by Beaconsfield Gold against Allstate as Manager, such a potential claim referencing alleged mismanagement by Allstate executives based in Sydney, prior to the appointment of the Joint Administrators to Allstate. To date, Beaconsfield Gold has not formally quantified and lodged such a claim. What I can commit to at this point in time is that, if Beaconsfield Gold does lodge such a claim in the future, it would be subordinated to the claims of the Allstate unsecured creditors and therefore have no impact on the ability of the unsecured creditors to be paid out in full.

The Allstate creditors' meeting on 24 February is crucial for the various reasons I have outlined above. It is vital that as many Allstate unsecured creditors attend the meeting as possible and vote "FOR" the Beaconsfield Gold offer. For those unsecured creditors that are unable to attend, it is essential that they exercise their voting rights by completing the proxy appointment form as recommended.

I will be attending the meeting, along with Mike Trumbull, the Managing Director of Beaconsfield Gold, and Garry Trevor, the Receiver and Manager for Beaconsfield Gold. We look forward to seeing all those Allstate unsecured creditors that can attend the meeting in person and responding to questions raised at the meeting.

Yours sincerely

Tony Greenwood
Chairman

Also available as a PDF File (216K)

28 January, 2004

STOCK EXCHANGE ANNOUNCEMENT

INTERIM ARBITRATION AWARD

On 27 January 2004, the ASX released the following announcement by Allstate Explorations NL (subject to deed of company arrangement):

"INTERIM ARBITRATION AWARD IN FAVOUR OF THE BEACONSFIELD MINE JOINT VENTURERS

"Allstate Explorations NL (subject to deed of company arrangement) ("ALX"), as manager of the Beaconsfield Mine Joint Venture, today announces that an interim arbitration award was made in favour of the Beaconsfield Mine Joint Venturers (ALX, Beaconsfield Operations Pty Limited, Beaconsfield Tasmania Pty Limited, Beaconsfield Gold NL, Allstate Prospecting Pty Limited and ACN 070 164 653 Pty Limited) on 22 January 2004.

"As reported in ALX's financial report for the year ended 30 June 2003 (released to ASX on 22 October 2003), arbitration proceedings were brought by the Beaconsfield Mine Joint Venturers ("Claimants") in relation to a dispute with Batepro Australia Pty Limited and Brown & Root Engineering & Construction Pty Limited (now renamed A.C.N. 005 585 795 Pty Ltd) ("Respondents"). The dispute arose in connection with a contract between the Claimants and the Respondents under which the Respondents undertook to design, supply, construct and commission a gold treatment plant and backfill plant at the Beaconsfield Mine, Tasmania. The Claimants alleged amongst other things, delay, unsatisfactory design and construction, major defects and omissions in the works and failure to satisfy performance tests.

"The arbitrator, Mr J Tyrill, found that the Respondents are jointly and severally liable to the Claimants for $60,366,785 together with interest after 17 January 2004 at the rate of $29,292 per week. The Arbitrator also found that Respondents' cross claims against the Claimants fail. The Arbitrator reserved his award on the question of costs and has invited the parties' submissions on this.

"As reported in ALX's 2003 financial report, the Respondents have asserted that they have no funds to meet the cost of any award. The Respondents' professional indemnity insurer has withdrawn coverage with respect to the claim. The insurer has also indicated that, in any event, any claim would be capped at $20 million.

"It is currently unclear the extent to which the award will be able to be successfully enforced. ALX will seek legal advice on its position and will then determine the appropriate course of action in consultation with the other Beaconsfield Mine Joint Venturers.

"Yours faithfully
Allstate Explorations NL
(Subject to Deed of Company Arrangement)
(Manager of the Beaconsfield Mine Joint Venture)

M J Ryan
Joint and Several Deed Administrator"

Mike Trumbull
Company Secretary

28 January 2004

Also available as a PDF File (92K)

23 January, 2004

STOCK EXCHANGE ANNOUNCEMENT

CHAIRMAN'S ADDRESS AND RESULTS OF AGM

ADDRESS BY TONY GREENWOOD AT THE ANNUAL GENERAL MEETING HELD IN THE BEACONSFIELD COMMUNITY CENTRE ON THURSDAY 22 JANUARY 2004

I am delighted to welcome you to the Annual General Meeting of Beaconsfield Gold NL. This is the first Annual General Meeting of the Company since 2000.

Since the last Annual General Meeting therefore, three years have passed, a Receiver and Manager has been appointed to the Company, and three Chairman have retired in succession. Mike Trumbull has been appointed as the first managing director of the Company, after holding office as the sole executive director since its inception.

Review of 2003 Financial Year and Subsequent Events

While Beaconsfield Gold's operations have prospered over 2003, the Board had a turbulent history in the 2003 financial year. John Jost retired in favour of Jim Askew in August 2002, with the new Chairman looking to establish a proposal for salvage of shareholders' interests. The Chairman resigned shortly before Christmas 2002, giving as his reason the release at that time of the Company's quarterly report for September 2002 without his consent.

In that quarterly report, prepared on the sole authority of Mike Trumbull, there was an estimated average future annual gold production from the Tasmania Reef of the Beaconsfield Mine Joint Venture of between 103,000 and 116,000 ounces. The actual gold production in the following four quarters ending September 2003 was 123,434 ounces.

Beaconsfield Gold's share of the proceeds from the Beaconsfield mine enabled substantial payments to its secured creditor during 2003 - $8 million in the financial year to June 2003 and another $3 million in the September 2003 quarter.

The success of the mine, together with the favourable gold price prevailing through 2003, has thus provided the opportunity for Beaconsfield Gold to emerge from the first half of last year, which was what Shakespeare might have called a summer of discontent, to a potential glorious season this year.

It is apparent that from the middle of 2002 to the middle of 2003 there were within the Board of Beaconsfield Gold (which had already survived an attempt at an early spill by one opportunistic group) deep and robust disagreements about corporate policy and strategy, and sharply expressed differences in perception among present and former Directors about what might be the best outcome for Beaconsfield Gold's shareholders.

Nevertheless a successful strategy to enhance the interests of shareholders eventually emerged over the course of 2003. On 28^th January 2003, Mike Trumbull announced an entry into a memorandum of understanding with a syndicate of professional investors to provide new equity capital to Beaconsfield Gold. At that time the Company itself was not in a position to enter the MOU, since it had only two Directors (less than the legal minimum of 3), and the Directors were not in agreement with each other, either about that strategy or about the appointment of an additional Director to enable the Board of Directors to operate lawfully in dealing with such Company business as remained in their hands. That situation continued until June.

On 16^th May 2003, John Miedecke wrote to the ASX drawing attention to the pre-Christmas events resulting in the Chairman's resignation, and also disassociating himself from the latest quarterly report issued that month as well as the previous two quarterly reports. He also published a request by himself and some other shareholders for Mike Trumbull's resignation.

On 19^th June 2003, shareholders, in a general meeting called by Mike Trumbull, elected Jeff Williams as a Director, thus enabling the Board to function, subject of course to the continuing receivership.

On 15^th July 2003, Beaconsfield Gold signed the equity Subscription Agreement foreshadowed six months previously, and shareholders will today be asked to approve the issue of shares contemplated by that Agreement as the first step in the Board's strategy to restore the Company to shareholder control.

Shortly after that Subscription Agreement was entered into, a Board Committee consisting of Mike Trumbull and Jeff Williams commenced formal negotiation with Gold Investors Pty Ltd for a further injection of capital by way of convertible notes. Those negotiations resulted in the Convertible Notes Agreement executed by Beaconsfield Gold on 18th December. Shareholders are today being asked to approve the issue of convertible notes under that Agreement.

After satisfaction of other formal conditions precedent to these two agreements, including the settlement of claims of pre-receivership unsecured creditors, Beaconsfield Gold will raise $14 million in fresh capital from these two sources. Up to a further $500,000 has been raised from shares issued under the equity Subscription Agreement at 10¢, with these funds being used to provide for corporate expenses incurred over the last six months in order to execute the restoration strategy.

Looking back over the last eighteen months, it is understandable that in dealing with a crisis of the depth that has affected Beaconsfield Gold there would be passionately expressed differences of point of view on strategy, often based on views of relevant facts that might be not entirely consistent with each other. When the Company is being run by a Receiver and Manager, perhaps a period for a certain amount of passionate disagreement about what would be the best course for shareholders was allowable and even useful.

Today that period comes to an end. From today, the Board is united around a specific and immediate goal - restructure of the Company's debt, retirement of the Receiver and Manager and restoration of share quotation. This will free shareholders to increase or decrease their investment exposure at their choice and free the Company to raise additional working capital from shareholders pro rata.

Company Mission and Goals for 2004

In the period since Beaconsfield Gold went into receivership in June 2001, various plans have been brought forward, or urged upon the Board, or suggested in direct approaches to the Receiver and Manager and others. Some of these have been grand visions involving final settlement of all the interested parties' claims surrounding the Beaconsfield Mine Joint Venture. In the future the Board may continue to explore some of these ideas, but for now no vision should, or will be allowed to obscure the first essential in pursuit of the best interests of shareholders - to take the Company out of the restrictions imposed by the receivership and return to official quotation of its shares. To do that, the only road that can be presently chosen is one that drives a truck load of money into the waiting receivership account by the most direct route. The resolutions to be put to shareholders today will clear the way for that to happen.

The mission of Beaconsfield Gold from today will be to establish both its direct and indirect interest in the Beaconsfield mine on a sound financial footing that will enable appropriate returns to shareholders.

To fulfil that mission the Board's main operating tasks for 2004 are:

To complete the proposed current capital raising by satisfying all remaining conditions precedent to the equity Subscription Agreement and the Convertible Notes Agreement, including taking whatever steps are necessary to settle pre-receivership unsecured creditors' claims on the Company, and thus to complete arrangements for the retirement of the Receiver and Manager and the entry into new finance facilities with the Company's bankers, BankWest.
To continue to reduce the debt to BankWest from the proceeds of the Beaconsfield Mine Joint Venture as rapidly as possible, with the aim of minimising reliance on debt for working capital.
To issue a prospectus as soon as possible. In addition to grounding the two current capital raisings, this will give all shareholders the opportunity to participate in a rights entitlement issue. Proceeds from a rights issue may be used to further reduce bank debt, provide for additional capital works in the Beaconsfield mine, and for redemption of any unconverted convertible notes in 2006. I wish to emphasise the necessity for further capital. Beaconsfield Gold must ensure that its working capital is adequate to fund any capital call by the Beaconsfield Mine Joint Venture Manager and to fund exploration that may enhance the proven reserves of the Beaconsfield mine and other Beaconsfield Gold tenements, and so achieve efficient critical mass in the gold mining industry.
To make a positive contribution to oversight of the Beaconsfield Mine Joint Venture through constructive participation on the Joint Venture Management Committee. Beaconsfield Gold will also assist in advancing the claims by the Joint Venture participants against Bateman Brown and Root, the ore treatment plant construction contractor.
To explore avenues for the restoration of value to the Company's equity investment in Allstate Exploration NL.

The Beaconsfield mine is currently performing particularly well while proven high grade resources are being tapped. However, the key to maintaining the outstanding results achieved in 2003 must be a continuing exploration effort to uncover and prove the likely prospects available. The Board will support a sensible program to the extent that its capital resources permit.

The next Annual General Meeting of Beaconsfield Gold will be held later this year, possibly in about nine months' time. I look forward at that meeting to being able to report substantial progress to shareholders in pursuit of the five tasks to be undertaken by the Board towards fulfilment of the mission of Beaconsfield Gold.

Corporate Governance

It has been well said that those who fail to learn the lessons of history may be condemned to repeat it. The governance history of Beaconsfield Gold over the past 2 ½ years requires the Board now to give high priority to the restructure of its composition and its corporate governance system so as to make any repetition of dysfunction unlikely. As a minimum, there must be discipline and collaboration among non-executive directors on the one hand, and a commitment by all the Board to corporate governance that empowers the Managing Director to direct corporate operations and holds him accountable for that.

There is of course another reason why a fundamental review of the corporate governance of Beaconsfield Gold is essential. The retirement of the Receiver and Manager, and the lifting of the suspension of trading in shares of the Company, bring into focus Principles of Good Corporate Governance and Best Practice Recommendations established by the ASX Corporate Governance Council. These principles and recommendations are a benchmark to which each listed company must either conform itself, or explain why it has not done so. Changes to the Corporations Act through CLERP 9 will further emphasise governance obligations.

In coming months, the Board will be considering and developing a general corporate governance framework that deals with all of the principles covered by the ASX Corporate Governance Council and provides a suitable application of those principles to Beaconsfield Gold. In order for the Board to discharge the various responsibilities made explicit in the ASX governance principles, and especially to monitor and direct finance and risk management, the Board composition must reflect skills that respond to the new governance environment. We will therefore consider a restructure of the Board after the Receiver has retired and the two capital raisings to be approved today have been completed.

As required by ASX Principles of Corporate Governance, the Board will make a complete report on its established corporate governance framework in the next Annual Report of the Company.

Before leaving the topic of governance, I want to pay tribute to previous board members whose contribution has not previously been able to be acknowledged by shareholders. Beaconsfield Gold's first chairman, Harry Stacpoole, gave his time and skills to the Company generously from its foundation until the receivership. In the same period, Robert Johanson contributed his wise practical insight as one of Australia's pre-eminent corporate experts. John Jost stepped in as chairman at a difficult time for the Company and put hurt money as well as his talent on the line for shareholders. Jim Askew contributed in the search for a rescue for shareholders over a shorter term. George Dysdale put his shoulder and acumen into the board work in the first half of 2001, at a time of life when most would feel entitled to an armchair and a whisky. Finally Bill Tsingos gave staunch support as a director and still continues to help the Company in many unassuming ways. I thank all these officers and gentlemen on behalf of shareholders for their efforts.

New beginnings

Those of you with an international outlook will be aware that today, 22^nd January 2004, is Chinese New Year inaugurating the Year of the Green Wooden Monkey. The year of the Monkey is the 9^th year in the 12 Year Chinese cycle. It is also the 9^th year since Beaconsfield Gold in mid 1995 reinforced its position as the second principal participant in the Beaconsfield Mine Joint Venture by contributing more than its share of expenditure for the programmes proposed.

Since 2004 in the Chinese astrological chart is the beginning of the metal cycle, this year is said to be good for gold, jewellery or money.

All this is good fun, but I would like to assure you that going forward the Board's management of your investment in Beaconsfield Gold will be based on commercial prudence, Judaeo-Christian ethics and sound business judgment for which your Board will make itself accountable to you.

Happy New Year!

RESULTS OF THE ANNUAL GENERAL MEETING

The outcomes of the resolutions put to shareholders at the annual general meeting of Beaconsfield Gold held at Beaconsfield, Tasmania, on Thursday 22 January 2004 were:

RESOLUTION 1: RE-ELECTION OF DIRECTOR - ANTONY GREENWOOD

Outcome: Re-elected

The total number of proxy votes exercisable by all proxies validly appointed was 50,707,947.

The resolution was decided on a show of hands.

The total number of proxy votes which could have been voted on a poll in respect of which the appointments specified that:

(a) the proxy was to vote for the resolution was 49,431,381

(b) the proxy was to vote against the resolution was 122,689

(c) the proxy was to abstain on the resolution was 20,134

(d) the proxy could vote at the proxy's discretion was 1,133,743

RESOLUTION 2: RE-ELECTION OF DIRECTOR - JOHN MIEDECKE

Outcome: Re-elected

The total number of proxy votes exercisable by all proxies validly appointed was 50,648,897.

The resolution was decided on a show of hands.

The total number of proxy votes which could have been voted on a poll in respect of which the appointments specified that:

(a) the proxy was to vote for the resolution was 26,956,638

(b) the proxy was to vote against the resolution was 20,932,341

(c) the proxy was to abstain on the resolution was 1,626,175

(d) the proxy could vote at the proxy's discretion was 1,133,743

RESOLUTION 3: RATIFICATION OF AGREEMENT TO ISSUE SHARES TO CLIENTS OF TOLHURST NOALL LIMITED

Outcome: Ratified

The total number of proxy votes exercisable by all proxies validly appointed was 50,653,383.

The resolution was decided on a show of hands.

The total number of proxy votes which could have been voted on a poll in respect of which the appointments specified that:

(a) the proxy was to vote for the resolution was 46,250,724

(b) the proxy was to vote against the resolution was 69,820

(c) the proxy was to abstain on the resolution was 3,199,096

(d) the proxy could vote at the proxy's discretion was 1,133,743

RESOLUTION 4: RATIFICATION OF AGREEMENT TO ISSUE CONVERTIBLE NOTES TO GOLD INVESTORS PTY LTD

Outcome: Ratified

The total number of proxy votes exercisable by all proxies validly appointed was 50,630,651.

The resolution was decided on a show of hands.

The total number of proxy votes which could have been voted on a poll in respect of which the appointments specified that:

(a) the proxy was to vote for the resolution was 46,209,950

(b) the proxy was to vote against the resolution was 1,657,020

(c) the proxy was to abstain on the resolution was 1,629,938

(d) the proxy could vote at the proxy's discretion was 1,133,743

RESOLUTION 5: ISSUE OF OPTIONS TO BANK OF WESTERN AUSTRALIA

Outcome: Approved

The total number of proxy votes exercisable by all proxies validly appointed was 50,659,331.

The resolution was decided on a show of hands.

The total number of proxy votes which could have been voted on a poll in respect of which the appointments specified that:

(a) the proxy was to vote for the resolution was 42,437,316

(b) the proxy was to vote against the resolution was 7,029,391

(c) the proxy was to abstain on the resolution was 58,881

(d) the proxy could vote at the proxy's discretion was 1,133,743

RESOLUTION 6: ISSUE OF PARTLY PAID SHARES TO MICHAEL TRUMBULL

Outcome: Approved

The total number of proxy votes exercisable by all proxies validly appointed was 50,661,059.

The resolution was decided on a show of hands.

The total number of proxy votes which could have been voted on a poll in respect of which the appointments specified that:

(a) the proxy was to vote for the resolution was 27,589,468

(b) the proxy was to vote against the resolution was 17,577,535

(c) the proxy was to abstain on the resolution was 4,360,313

(d) the proxy could vote at the proxy's discretion was 1,133,743

RESOLUTION 7: ISSUE OF PARTLY PAID SHARES TO ANTONY GREENWOOD

Outcome: Approved

The total number of proxy votes exercisable by all proxies validly appointed was 50,663,059.

The resolution was decided on a show of hands.

The total number of proxy votes which could have been voted on a poll in respect of which the appointments specified that:

(a) the proxy was to vote for the resolution was 44,520,854

(b) the proxy was to vote against the resolution was 3,979,769

(c) the proxy was to abstain on the resolution was 1,028,693

(d) the proxy could vote at the proxy's discretion was 1,133,743

RESOLUTION 8: ISSUE OF PARTLY PAID SHARES TO JEFFREY WILLIAMS

Outcome: Approved

The total number of proxy votes exercisable by all proxies validly appointed was 50,663,059.

The resolution was decided on a show of hands.

The total number of proxy votes which could have been voted on a poll in respect of which the appointments specified that:

(a) the proxy was to vote for the resolution was 28,799,346

(b) the proxy was to vote against the resolution was 19,626,527

(c) the proxy was to abstain on the resolution was 1,103,443

(d) the proxy could vote at the proxy's discretion was 1,133,743

RESOLUTION 9: ISSUE OF PARTLY PAID SHARES TO JOHN MIEDECKE

Outcome: Approved

The total number of proxy votes exercisable by all proxies validly appointed was 50,653,059.

The resolution was decided on a show of hands.

The total number of proxy votes which could have been voted on a poll in respect of which the appointments specified that:

(a) the proxy was to vote for the resolution was 24,031,928

(b) the proxy was to vote against the resolution was 22,850,454

(c) the proxy was to abstain on the resolution was 2,636,934

(d) the proxy could vote at the proxy's discretion was 1,133,743

Mike Trumbull
Company Secretary

23 January 2004

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Beaconsfield Gold - Australia's Richest Gold Resource. High Grade, Low Cost Gold Producer

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Beaconsfield Gold - Australia's Richest Gold Resource.

High Grade, Low Cost Gold Producer