Placing of Shares, Convertible Facility and Ope...

For immediate release
                                                     10 November 2009
                          Serabi Mining Plc
                     ("Serabi" or the "Company")

             Placing of 139,867,833 new Ordinary Shares
                    £300,000 Convertible facility
                Proposed open offer to raise £300,000




Highlights


  * Placing and Convertible facility to raise in total £2.398
    million.



  * £300,000 open offer enables existing shareholders to participate
    on the same terms as the placing.



  * Funding will be used to undertake follow-up exploration around
    Palito.




Mike Hodgson, Chief Executive, commented:

"We are delighted to have completed this financing. The proceeds will
be used to enhance the Palito project by investigating and evaluating
a series of anomalies which have already been identified by the
Company.  I am confident that these funds will enable the Company to
make further discoveries which will ultimately lead to an increase in
its geological resource base through the investigation of the wider
potential around Palito and provide shareholders with the potential
for future growth of the business after what has been a difficult
year.

 I am also pleased to welcome our new strategic investor Greenwood
Investments and Mr Christopher Kingsman and the Company is very
appreciative of the support received from existing and new
institutional investors.  The open offer enables our smaller
shareholders to participate in the Company's financing."


Enquiries:

Serabi Mining plc
Clive Line, Finance Director Tel: [phone] Mobile: [phone]
Website: www.serabimining.com

Beaumont Cornish Limited (Nominated Adviser)
Roland Cornish / Michael Cornish Tel: [phone]


Farm Street Communications
Simon Robinson Tel: [phone]

                                                     10 November 2009
                          Serabi Mining Plc
                     ("Serabi" or the "Company")

             Placing of 139,867,833 new Ordinary Shares
                    £300,000 Convertible facility
                Proposed Open Offer to raise £300,000


1. Introduction
The Board of Serabi is pleased to announce that the Company has today
placed 139,867,833 New Ordinary Shares at a price of 1.5 per Ordinary
Share (the "Placing Price") to raise £2,098,017 (before expenses)
(the "Placing"). In addition, the Company has arranged an unsecured
£300,000 convertible loan facility (the "Convertible"), convertible
into up to 20,000,000 New Ordinary Shares at the Placing Price. The
proceeds of the Placing and the Convertible will in aggregate raise
gross proceeds of £2,398,017 (before expenses) which will be used to
fund the Company's next stage of exploration at the Palito mine.

The Board also intends to raise up to £300,000 (before expenses) by
way of an open offer to be made to eligible shareholders of up to
20,000,000 New Ordinary Shares at the Placing Price. The open offer
will not be underwritten and a circular will be sent to shareholders
as soon as practicable.

2. Background to and reasons for the Placing, Convertible and the
Open Offer
Following the decision to suspend the underground mining operation at
Palito towards the end of 2008, the Directors have considered a
variety of options to introduce new capital into the Group's projects
and in particular the Palito mine.  A number of contributing factors
led to the failure to maintain necessary rates of mine development
and ultimately, in the absence of sufficient working capital to
finance this development, the need to suspend underground mining
operations.  The Directors have, however, concluded that even if the
necessary finance could be raised it would, having placed the
underground mine on care and maintenance, be the wrong strategy to
pursue a near term re-establishment of underground mining at the
Palito mine. The Directors are of the opinion that whilst they
believe that the current Palito mine can be operated profitably,
ultimately the long term value will be derived from the discovery and
development of an enlarged reserve base which would support a mining
and processing operation capable of producing at least 70,000 gold
equivalent ounces per annum.

In January 2008, the Group commissioned a 6,000 hectare helicopter
borne geophysical survey over and around the Palito mine.  The full
independent interpretation and evaluation of the results of this
survey was completed in September 2008.  The gold mineralisation at
Palito is hosted within sulphide ore bodies which are conductors.
The survey identified 66 anomalous areas where conductivity readings
were greater than those of the surrounding area.  Orientation
readings were obtained by taking measurements over the Palito mine
itself.  Interpretation of the anomalous readings and correlation
with other exploration data held by the Group has resulted in the
prioritisation of 18 specific targets.

The Directors believe that the general geological characteristics
around Palito, the existence of past garimpeiro activity in the area
of the survey and the hydrothermal nature of the Palito deposit
itself, are indicative that the Palito deposit is unlikely to be the
only occurrence of gold mineralisation within the surveyed area.
They therefore feel that evaluation through further exploration of
the 18 prioritised anomalies provides an excellent opportunity to
identify the Board's target of two to three Palito "look-a-likes".
Assuming that each of these would be of a similar size to Palito,
such an outcome could support a total reserve (including Palito) of
up to 500,000 to 600,000 gold equivalent ounces and an additional
resource of up to 1.2 million gold equivalent ounces.

The first stage of exploration will focus on conducting a variety of
geophysical and geochemical analyses over the anomalies to improve
the geological understanding of each of these.  The Group anticipates
that if the results of these initial studies are suitably encouraging
the programme could result in 7-10 targets being advanced to a
drill-ready status during the next 12 months and it plans to conduct
an initial small scale drill programme over three of these targets
during this time.  Subject to results, the Group intends over the
following year to drill the remaining drill-ready targets and in
addition, undertake further geophysical and geochemical analysis to
advance the remaining anomalies to a drill-ready status.  This
programme would require additional capital to be raised of a similar
amount to the Placing, at that time.  Should two to three Palito
"look-a-likes" be identified by this process, subsequent further
in-fill drilling would be undertaken together with initial mine
development and on-lode exploration to establish formal reserves and
resources required for any bankable feasibility study.  The Group
anticipates that with an estimated cost of US$4-$5 million to bring
the Palito deposit back into production, a further US$8-$10 million
for the development cost of two additional deposits and an allowance
of US$4-5 million for plant expansion and upgrades, the future costs
to reach full scale production could be between US$16 million and
US$20 million.

Based on such an enlarged resource, the Directors consider that a new
operation whereby the Group has three concurrent but discrete mines
in close proximity each at production rates of circa 25,000 gold
equivalent ounces per annum feeding a central processing plant, would
provide the best opportunity to develop the Palito area into an
interesting and profitable operation, generating cash flow to support
the Group's future exploration needs.

The Group has during 2009 operated Palito as a small scale surface
mining operation focussed on the near surface oxide ore zones.  The
revenues from this operation have to date helped to minimise the
working capital needs of the Group when taken in conjunction with
significant cost reduction measures that have been taken.  However,
in the long term, the development and exploration at Palito as
outlined above requires additional capital.

3. Details of the Placing
The Company has today conditionally placed 139,867,833 New Ordinary
Shares at the Placing Price with selected institutional and private
investors to raise £2,098,017 (before expenses).  Application will be
made for the New Ordinary Shares, which will rank pari passu with the
Existing Ordinary Shares, to be admitted to trading on AIM and
trading is expected to commence on 18 November 2009. The Placing is
conditional on the Placing Shares being admitted to trading on AIM.

As part of the Placing, Greenwood Investments Limited ("Greenwood")
has subscribed for 81,384,000 Placing Shares at the Placing Price.
Greenwood is a private company incorporated in England and Wales, of
which the controlling shareholder and sole director is Mr Christopher
Kingsman. Mr Kingsman who has an existing beneficial interest in the
Existing Ordinary Shares of Serabi worked as an analyst and fund
manager in London from 1998 to 2005 and currently manages a family
office based in Munich, Germany.

On completion of the Placing, Greenwood and Mr Kingsman together will
be interested in approximately 29.35 per cent. of the Enlarged Share
Capital of Serabi. If any person (or group of persons acting in
concert) acquire an interest in securities (as defined in the City
Code on Takeovers and Mergers (the "Takeover Code")) which, taken
together with shares in which he and persons acting in concert are
interested, carry 30 per cent. or more of the voting rights of a
company, that person or those persons may be required by Rule 9 of
the Takeover Code to make a general offer to all of the shareholders
to acquire the remaining issued share capital. Greenwood did not wish
to subscribe for Ordinary Shares as part of the Placing which would
(together with any person with whom it is acting in concert) have
increased its interest in securities to or above such 30%
threshold.

Accordingly, in addition to its subscription under the Placing,
Greenwood entered into a convertible loan agreement with the Company
("Convertible") under which Greenwood has made available a facility
of £300,000 to the Company. The full amount of the Convertible is
convertible at the election of Greenwood into New Ordinary Shares at
the Placing Price at any time on or before 31 October 2014. A maximum
of 20,000,000 New Ordinary Shares may be issued on conversion of the
Convertible. The Convertible is unsecured and will pay a coupon of
one per cent. per annum and, unless otherwise converted, will be
repaid on 31 October 2014.

Greenwood has entered into an orderly market agreement with the
Company and Beaumont Cornish, in which Greenwood has agreed that it
will not dispose of any Ordinary Shares for a period of one year
following admission, subject to certain exemptions as set out in
Appendix II below.

The Company has also agreed that, for as long as Greenwood is
interested in Ordinary Shares representing 15 per cent. or more of
the entire issued share capital of Serabi from time to time,
Greenwood shall have the right to nominate a director to the Board of
the Company.

The Company intends to use the proceeds of the Placing and the
Convertible to commence the first stage of exploration and further
evaluation of the 18 prioritised anomalies identified within the
surveyed area together with further oxide resource definition
(expected to amount in aggregate to approximately US$1.7 million in
the first year) as well as to fund the general working capital
requirements of the Group including new project development.

4. Open Offer
The Company considers it important that, where reasonably
practicable, Shareholders have an opportunity to participate in the
fundraising on equivalent terms and conditions to the Placing. The
Board also intends to raise up to £300,000 (before expenses) by way
of an open offer to be made to eligible shareholders of up to
20,000,000 New Ordinary Shares at the Placing Price. The open offer
will not be underwritten and a circular will be sent to shareholders
as soon as practicable. A further announcement will be made
concerning the timetable for the open offer when the circular is
posted to shareholders.

5. Additional issue of shares
The Company has also issued today 5,054,551 New Ordinary Shares to
certain suppliers and consultants in satisfaction of outstanding
liabilities of £77,503. Application will be made for these New
Ordinary Shares, which will rank pari passu with the Existing
Ordinary Shares, to be admitted to trading on AIM which is expected
to commence on 18 November 2009.

In addition, the Company intends to issue New Ordinary Shares to the
Directors in settlement of accrued but unpaid remuneration and
benefits under the terms of their existing service contracts
amounting to £95,917 at the Placing Price.

Pursuant to the Placing, the Company has issued Adviser Warrants to
Beaumont Cornish Limited, the Company's Nominated Adviser and broker,
to subscribe for up to 1,550,000 new Ordinary Shares at the Placing
Price.

Enquiries:

Serabi Mining plc
Clive Line, Finance Director Tel: [phone] Mobile: [phone]
Website: www.serabimining.com

Beaumont Cornish Limited (Nominated Adviser)
Roland Cornish / Michael Cornish Tel: [phone]

Farm Street Communications
Simon Robinson Tel: [phone]

Qualified Person's Statement:

The technical information contained within this announcement has been
reviewed and  verified by  Michael  Hodgson as  required by  the  AIM
Guidance Note  on Mining,  Oil  and Gas  Companies dated  June  2009.
Michael Hodgson is an  Economic Geologist by  training with 20  years
experience in  the mining  industry.  He has  a BSc  (Hons)  Geology,
University of London, an MSc Mining Geology, University of  Leicester
and is a Fellow of Institute of Materials, Minerals and Mining and  a
Chartered Engineer of the Engineering Council of UK.


                             Appendix I

                            RISK FACTORS

ALL THE INFORMATION SET OUT IN THIS ANNOUNCEMENT SHOULD BE CAREFULLY
CONSIDERED, IN PARTICULAR THE ATTENTION OF PROSPECTIVE INVESTORS AND
SHAREHOLDERS IS DRAWN TO THE RISKS DESCRIBED BELOW. THE ORDINARY
SHARES SHOULD BE REGARDED AS A SPECULATIVE INVESTMENT AND AN
INVESTMENT IN ORDINARY SHARES SHOULD ONLY BE MADE BY THOSE WITH THE
NECESSARY EXPERTISE TO FULLY EVALUATE THE INVESTMENT.

INVESTMENTS MAY FALL AS WELL AS RISE IN VALUE. THE DIRECTORS BELIEVE
THAT THE FOLLOWING RISKS SHOULD BE CONSIDERED CAREFULLY BY INVESTORS
BEFORE ACQUIRING ORDINARY SHARES. PROSPECTIVE INVESTORS ARE ADVISED
TO CONSULT AN INDEPENDENT ADVISER AUTHORISED UNDER FSMA.

IF ANY OF THE FOLLOWING RISKS ACTUALLY MATERIALISE, THE GROUP'S
BUSINESS, FINANCIAL CONDITION, AND PROSPECTS COULD BE MATERIALLY AND
ADVERSELY AFFECTED TO THE DETRIMENT OF THE COMPANY AND ITS
SHAREHOLDERS. IN THAT CASE, THE MARKET PRICE AND LIQUIDITY OF
ORDINARY SHARES COULD DECLINE AND ALL OR PART OF AN INVESTMENT IN THE
ORDINARY SHARES COULD BE LOST.

THE DIRECTORS CONSIDER THE FOLLOWING RISKS TO BE MATERIAL.  THE RISKS
SET OUT BELOW DO NOT NECESSARILY COMPRISE ALL THOSE ASSOCIATED WITH
AN INVESTMENT IN THE COMPANY AND THE ORDINARY SHARES. THERE MAY BE
ADDITIONAL RISKS THAT THE DIRECTORS DO NOT CURRENTLY CONSIDER TO BE
MATERIAL OR OF WHICH THE DIRECTORS ARE NOT CURRENTLY AWARE.  NO
INFERENCE OUGHT TO BE DRAWN AS TO THE RELATIVE IMPORTANCE, OR THE
LIKELIHOOD OF THE OCCURRENCE, OF ANY OF THE FOLLOWING RISKS BY
REFERENCE TO THE ORDER IN WHICH THEY APPEAR.

RISKS SPECIFIC TO THE GROUP
Exploration and development risk
The Company is engaged in the exploration of mineral properties, an
inherently risky business, and there is no assurance that an
economically viable mineral deposit will be discovered.  Most
exploration projects do not result in the discovery or development of
commercially mineable ore deposits.  A significant amount of the
Placing proceeds will be used towards exploration in evaluating the
18 anomalies identified.  However, there is a risk that no
economically viable mineral deposits will be found.

Reserve and resource estimates
The estimation of mineral resources and reserves is in part an
interpretative process and the accuracy of any such estimates is a
function of the quality of available data, and of engineering and
geological interpretation and judgement. No assurances can be given
that the volume and grade of reserves recovered, and rates of
production achieved, will not be less than anticipated. The Company
contracts the services of independent professional experts to prepare
resource and reserve estimates.

Political risk
Political risk is the risk that assets will be lost through
expropriation, unrest or war.  Brazil, the only country in which the
Group has operations, currently has a stable political system with
established fiscal and mining codes and a respect for the rule of law
but there can be no guarantee that the Group will not be adversely
affected by political risk.  Elections are due in 2010 and the
current president will not be eligible for a further term which may
lead to a period of change and political uncertainty.  The country
has however enjoyed strong economic growth and for this reason it is
considered unlikely that political change will seek to put this at
risk by making significant changes that would make the country less
attractive for foreign investment.

Surface Oxide risk
Whilst oxide mining operation continues at this time, insufficient
ore sources have been identified to date to allow any estimation or
indication of the expected life or future production levels of gold
from this mining activity.  Exploration to identify additional oxide
ore sources are on-going.  Mining of the oxide ore may be suspended
at any time if there is insufficient mineable material identified to
maintain the viability of this operation.

Commodity risk
Commodity risk is the risk that the price earned for minerals will
fall to a point where it becomes uneconomic to extract them from the
ground.  The principal metals in Serabi's portfolio are gold, copper
and silver. The prices of these metals are affected by numerous
factors beyond the control of the Company, including producer hedging
activities, demand, political and economic conditions and production
levels.  During 2008, the price of certain commodities including
copper fell significantly on world markets.  Future commodity prices
may go down as well as up.

Liquidity risk
Liquidity risk is the risk of running out of working and investment
capital. Serabi's goal is to finance its exploration activities with
cash flow from operations, but in the absence of such cash flow, the
Group relies on the issue of equity share capital, joint venture and
option agreements to finance its activities. There can be no
assurance that adequate funding will be available when required to
finance the Group's activities.

Currency risk
Fluctuations in currency exchange risks can significantly impact cash
flows. The Group finances its overseas operations by transferring US
dollars from the UK to meet local operating costs in its Brazilian
subsidiary.  The Group currently receives income from gold sales in
Brazilian Reais although the price at which these sales are
calculated is made by reference to world market prices which are
quoted in US dollars.  Any income of the Group may become subject to
exchange control or similar restrictions.

Because the primary market for the Ordinary Shares and the underlying
business of the Company are in a currency other than Euro, investors
from countries whose currency is the Euro are reminded that changes
in exchange rates may also have an adverse effect on the value, price
or income of the Ordinary Shares.

Changes in legislation
Exploration and production activities are subject to local laws and
regulations governing prospecting, development, production, exports,
taxes, labour standards, occupational health and safety, mine safety
and other matters. Such laws and regulations are subject to change
and can become more stringent, and compliance can therefore become
more costly.

Environmental protection
The Group's exploration, development and production activities are
subject to extensive laws and regulations governing environmental
protection. The Group is also subject to various reclamation-related
requirements.

A failure to comply with environmental laws and regulations may
result in enforcement actions causing operations to cease or be
curtailed, the imposition of fines and penalties, and may include
corrective measures requiring significant capital expenditures. In
addition, certain types of operations require the submission and
approval of environmental impact assessments.

Title to mineral properties
While the Company has undertaken all the customary due diligence in
the verification of title to its mineral properties, this should not
be construed as a guarantee of title. The properties may be subject
to prior unregistered agreements or transfers and title may be
affected by undetected defects.

RISKS RELATING TO THE COMPANY'S SHARES
Value of Ordinary Shares and liquidity
It is likely that the Company's share price will fluctuate and may
not always accurately reflect the underlying value of the Group's
business and assets. The price of the Ordinary Shares may go down as
well as up and investors may realise less than the original sum
invested. The price that investors may realise for their holdings of
Ordinary Shares, if and when they are able to do so, may be
influenced by a large number of factors, some of which are specific
to the Group and others of which are extraneous. Such factors may
include the possibility that the market for the Ordinary Shares is
less liquid than for other equity securities and that the price of
the Ordinary Shares is relatively volatile.

The Directors are unable to predict when and if substantial numbers
of Ordinary Shares will be sold in the open market. Any such sales,
or the perception that such sales might occur, could result in a
material adverse effect on the market price of the Ordinary Shares.

Dividends
There can be no assurance as to the level of future dividends. The
declaration, payment and amount of any future dividends of the
Company are subject to the discretion of the Shareholders or, in the
case of interim dividends, to the discretion of the Directors, and
will depend upon, among other things, the Group's earnings, financial
position, cash requirements, availability of profits, as well as
relevant laws or generally accepted accounting principles from time
to time. For the time being the Company does not pay dividends and
this is unlikely to change in the near future.

Suitability
An investment in the Company involves a high degree of risk and may
not be suitable for all investors.

Investors are reminded that the price at which they may realise their
Ordinary Shares and the timing of any disposal of them may be
influenced by a large number of factors, some specific to the Group
and its proposed operations, some which may affect the sector in
which the Group operates and some which relate to the operation of
financial markets generally. These factors could include the
performance of the Group's operations, large purchases or sales of
shares in the Company, liquidity or absence of liquidity in the
Ordinary Shares, legislative or regulatory changes relating to the
business of the Group and general economic conditions.

GENERAL RISKS

Financial markets and global economic outlook
The performance of the Group will be influenced by global economic
conditions and, in particular the conditions prevailing in the United
Kingdom and Brazil. The global economy has been experiencing
difficulties during 2008 and 2009, with the natural resources sector,
in particular, being affected from the autumn of 2008 onwards.  The
financial markets have deteriorated dramatically in this period. This
has led to unprecedented levels of illiquidity, resulting in the
development of significant problems at a number of the world's
largest banks and insurance companies and considerable downward
pressure and volatility in share prices. In addition, recessionary
conditions are present in the United Kingdom, as well as in other
countries around the world.

If these levels of market disruption and volatility continue, worsen
or abate and then recur, the Company is likely to experience
difficulty in securing debt finance, if required, to fund its long
term development strategy. The Group may be exposed to increased
counterparty risk as a result of business failures in the countries
in which it operates and will continue to be exposed if
counterparties fail or are unable to meet their obligations to the
Group. The precise nature of all the risks and uncertainties the
Group faces as a result of the current global financial crisis and
global economic outlook cannot be predicted and many of these risks
are outside of the Group's control.

Changes in tax and other legislation
The information in this announcement is based upon current tax and
other legislation and any changes in legislation or in the levels and
basis of, and reliefs from, taxation may affect the value of an
investment in the Company. There can be no certainty that the current
taxation regime in the UK and in Brazil where the Company operates
will remain in force or that the current levels of corporation
taxation will remain unchanged. There can be no assurance that there
will be no amendment to the existing taxation laws applicable to the
Group's operations, which may have a material adverse effect on the
financial position of the Group. Individual tax circumstances may
differ from investor to investor and persons acquiring Ordinary
Shares are advised to seek tax advice based upon their personal
circumstances.

Additional capital requirements
The Group will require additional capital in the future, which may
not be available to it. Future financings to provide this capital may
dilute Shareholders' proportionate ownership in the Company. The
Company may raise capital in the future through public or private
equity financings or by raising debt securities convertible into
Ordinary Shares, or rights to acquire these securities. Any such
issues may exclude the pre-emption rights pertaining to the then
outstanding shares. If the Company raises significant amounts of
capital by these or other means, it could cause dilution for the
Company's existing Shareholders. Moreover, the further issue of
Ordinary Shares could have a negative impact on the trading price and
increase the volatility of the market price of the Ordinary Shares.
The Company may also issue further Ordinary Shares, or create further
options over Ordinary Shares, as part of its employee remuneration
policy, which could in aggregate create a substantial dilution in the
value of the Ordinary Shares and the proportion of the Company's
share capital in which investors are interested.

Forward looking statements
Events in the past, or experience derived from these, or indeed
present facts, beliefs or circumstances, or assumptions derived from
any of these, do not predetermine the future. Hopes, aims, targets,
plans or intentions contained in this announcement are no more than
that and should not be construed as forecasts.

This announcement contains certain forward-looking statements that
are subject to certain risks and uncertainties, in particular
statements regarding the Group's plans, goals and prospects. These
statements and the assumptions that underpin them are based on the
current expectations of the Directors and are subject to a number of
factors, many of which are beyond their control. As a result, there
can be no assurance that the actual performance of the Group will not
differ materially from the matters described in this announcement.

Admission to trading on AIM
The Existing Ordinary Shares are, and the New Ordinary Shares will
be, admitted to trading on AIM a market designed primarily for
emerging or smaller companies to which a higher investment risk tends
to be attached than to larger or more established companies. The
Ordinary Shares will not be admitted to the Official List. An
investment in AIM quoted shares may carry a higher risk than an
investment in shares quoted on the Official List.

The investment described in this announcement is speculative and may
not be suitable for all recipients of this announcement. Potential
investors are accordingly advised to consult a person authorised
under FSMA who specialises in advising in investments of this kind
before making any investment decisions. A prospective investor should
consider carefully whether an investment in the Company is suitable
in the light of his/her personal circumstances and the financial
resources available to him/her.


                             Appendix II

                       Additional Information


The undertaking by Greenwood not to dispose of any of its interest in
Serabi for period of 12 months following the placing, shall not apply
to a transfer of Ordinary Shares made:

1.1                pursuant to:
(a)   an acceptance of a takeover offer for the entire issued share
capital of Serabi (or such share capital other than any shares held
or acquired or contracted to be acquired by the offeror or by any
associate of the offeror within the meaning of section 988 of the
Act) recommended for acceptance by the Board (or, if applicable, the
independent Board members in relation to such takeover offer) or
which has become unconditional as to acceptances;
(b)  a compromise or arrangement between Serabi and is creditors or
any class of them or between Serabi and its members or any class of
them which is agreed to by the creditors or members and sanctioned
under sections 895 to 901 of the Act or section 110 of the Insolvency
Act 1986;
(c)   any offer by Serabi to purchase its own Shares which is made on
identical terms to the holders of Shares of the same class and
otherwise complies with the Act;
(d)  any disposal to a member of the same group of companies as that
of which the Investor is a member, provided that such transferee
enters into an undertaking in the same terms as hereof;
1.2      in order to prevent Greenwood being required to make a
mandatory offer pursuant to Rule 9 of the Takeover Code; or
1.3      on the sale by Greenwood of Shares arising on the exercise
of a right to subscribe such Shares under a Serabi open offer or
rights issue, provided that (in any case):
(a)   such exercise is made by Greenwood in respect of a larger
number of Shares than those so sold;
(b)  the number sold is no more than is necessary to make such
exercise (taking into account such sale) a self-financing transaction
for ; and
(c)   the sale is made on or as soon as practicable after such
exercise.
                             DEFINITIONS


"Admission"              admission of the New Ordinary Shares to
                         trading on AIM becoming effective in
                         accordance with the AIM Rules

"AIM"                    a market operated by the London Stock
                         Exchange

"AIM Rules"              the AIM Rules for Companies published by the
                         London Stock Exchange as amended from time
                         to time governing admission to, and the
                         operation of, AIM

"Beaumont Cornish"       Beaumont Cornish Limited, the Company's
                         nominated adviser and broker, a member of
                         the London Stock Exchange and authorised and
                         regulated by the Financial Services
                         Authority

"Company" or "Serabi"    Serabi Mining Plc

"Convertible"            The unsecured £300,000 convertible loan
                         facility, convertible into up to 20,000,000
                         New Ordinary Shares at the Placing Price

"Directors" or the       the directors of the Company, as at the date
"Board"                  of this announcement

"Disclosure and          the Disclosure and Transparency Rules issued
Transparency Rules"      by the FSA

"Enlarged Share Capital" the 291,455,916 Ordinary Shares in issue on
                         Admission, including the Placing Shares, the
                         New Ordinary Shares to be issued to certain
                         suppliers and consultants and any New
                         Ordinary Shares issued to Directors in
                         settlement of accrued but unpaid
                         remuneration and benefits

"Existing Ordinary       the 140,139,065 Ordinary Shares of the
Shares"                  Company in issue at the date of this
                         Document

"FSA"                    the Financial Services Authority of the UK

"FSMA"                   the Financial Services and Markets Act 2000
                         (as amended)

"Greenwood"              Greenwood Investments Limited, a company
                         limited by shares registered in England and
                         Wales with registered number 7057380 and a
                         registered office at Lubbock Fine City
                         Forum, 250 City Road, London EC1V 2QQ

"Group"                  the Company and its subsidiaries

"London Stock Exchange"  London Stock Exchange plc

"New Ordinary Shares"    the Ordinary Shares in the Company to be
                         issued pursuant to the Placing and the
                         additional share issues described in the
                         announcement

"Ordinary Shares"        ordinary shares of 0.5 pence each in the
                         capital of the Company

"Overseas Shareholders"  Shareholders resident in, or citizens of,
                         jurisdictions outside the United Kingdom

"Placing"                the conditional placing by the Company of
                         the Placing Shares at the Placing Price

"Placing Price"          1.5 pence per New Ordinary Share

"Placing Shares"         the 139,867,833 New Ordinary Shares to be
                         issued pursuant to the Placing

"Prospectus Rules"       the rules made by the Financial Services
                         Authority pursuant to sections 73A(1) and
                         (4) of FSMA

"RIS"                    Regulated Information Service

"Shareholder"            a holder of Ordinary Shares from time to
                         time

"UK"                     the United Kingdom of England, Scotland,
                         Wales and Northern Ireland

"UKLA"                   the Financial Services Authority acting in
                         its capacity as the competent authority for
                         the purposes of Part VI of FSMA

"US", "USA" or "United   the United States of America, each State
States"                  thereof (including the District of
                         Columbia), its territories, possessions and
                         all areas subject to its jurisdiction



                              GLOSSARY



"On-Lode Exploration" exploration by the establishment of underground
                      mineral development which follows the
                      mineralised structure

"Mineral Resource"    a concentration or occurrence of material of
                      intrinsic economic interest in or on the
                      Earth's crust in such form, quality and
                      quantity that there are reasonable prospects
                      for eventual economic extraction.  The
                      location, quantity, grade, geological
                      characteristics and continuity of a Mineral
                      Resource are known, estimated or interpreted
                      from specific geological evidence and
                      knowledge. Mineral Resources are sub-divided,
                      in order of increasing geological confidence,
                      into Inferred, Indicated and Measured
                      categories  An Inferred Mineral Resource is
                      that part of a Mineral Resource for which
                      tonnage, grade and mineral content can be
                      estimated with a low level of confidence.  It
                      is inferred from geological evidence and
                      assumed but not verified geological and/or
                      grade continuity.  It is based on information
                      gathered through appropriate techniques from
                      locations such as outcrops, trenches, pits,
                      workings and drill holes which may be limited
                      or of uncertain quality and reliability.  An
                      Indicated Mineral Resource is that part of a
                      Mineral Resource for which tonnage, densities,
                      shape, physical characteristics, grade and
                      mineral content can be estimated with a
                      reasonable level of confidence.  It is based on
                      exploration, sampling and testing information
                      gathered through appropriate techniques from
                      locations such as outcrops, trenches, pits,
                      workings and drill holes. The locations are too
                      widely or inappropriately spaced to confirm
                      geological and/or grade continuity but are
                      spaced closely enough for continuity to be
                      assumed.  A Measured Mineral Resource is that
                      part of a Mineral Resource for which tonnage,
                      densities, shape, physical characteristics,
                      grade and mineral content can be estimated with
                      a high level of confidence.  It is based on
                      detailed and reliable exploration, sampling and
                      testing information gathered through
                      appropriate techniques from locations such as
                      outcrops, trenches, pits, workings and drill
                      holes.  The locations are spaced closely enough
                      to confirm geological and grade continuity

"Ore Reserve"         the economically mineable part of a Measured
                      and/or Indicated Mineral Resource.  It includes
                      diluting materials and allowances for losses,
                      which may occur when the material is mined.
                      Appropriate assessments and studies have been
                      carried out, and include consideration of and
                      modification by realistically assumed mining,
                      metallurgical, economic, marketing, legal,
                      environmental, social and governmental
                      factors.  These assessments demonstrate at the
                      time of reporting that extraction could
                      reasonably be justified.  Ore Reserves are
                      sub-divided in order of increasing confidence
                      into Probable Ore Reserves and Proved Ore
                      Reserves.  A Probable Ore Reserve is the
                      economically mineable part of an Indicated, and
                      in some circumstances, a Measured Mineral
                      Resource.  It includes diluting materials and
                      allowances for losses which may occur when the
                      material is mined.  Appropriate assessments and
                      studies have been carried out, and include
                      consideration of and modification by
                      realistically assumed mining, metallurgical,
                      economic, marketing, legal, environmental,
                      social and governmental factors.  These
                      assessments demonstrate at the time of
                      reporting that extraction could reasonably be
                      justified.  A Proved Ore Reserve is the
                      economically mineable part of a Measured
                      Mineral Resource. It includes diluting
                      materials and allowances for losses which may
                      occur when the material is mined.  Appropriate
                      assessments and studies have been carried out,
                      and include consideration of and modification
                      by realistically assumed mining, metallurgical,
                      economic, marketing, legal, environmental,
                      social and governmental factors.  These
                      assessments demonstrate at the time of
                      reporting that extraction could reasonably be
                      justified

"VTEM"                Versa time domain electromagnetic - a
                      particular type of electromagnetic geophysical
                      survey to prospect for conductive bodies below
                      surface.


ENDS

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