Acquisition

Celtic Resources Holdings PLC
20 December 2006


                                                                20 December 2006



           Celtic Resources Holdings Plc ("Celtic" or the "Company")

                  Acquisition of Eureka Mining plc ("Eureka")


The Directors of Celtic are pleased to announce that the Company's recommended
proposal for the acquisition of Eureka by a scheme of arrangement was today
approved at the Court Hearing. Accordingly, the Scheme is expected to become
effective, the acquisition of Eureka completed and Eureka's listing on the AIM
Market is expected to be cancelled on 21 December 2006.

The first day of dealings in the New Celtic Shares issued to the shareholders of
Eureka in respect of its acquisition by the Company is expected to be 22
December 2006. The acquisition will result in the issue of 7,451,537 new shares
in Celtic representing 13.35 per cent. of the enlarged issued share capital of
the Company which, at the Celtic's closing share price on 19th December 2006 of
164.5p, valued the acquisition at £12.3 million.

This acquisition brings to the group three key assets; a 50 per cent. interest
in a molybdenum mining operation at Shorskoye, Kazakhstan, which is now in
production, and two very substantial copper and gold projects in the Chelyabinsk
Region of Russia.


Shorskoye

Eureka acquired a 65 per cent. interest in this project from Celtic and the
balance from local Kazakh investors in December 2003, when this was an
exploration project. During 2005 a definitive feasibility study was carried out
and the results were released in July 2005. This project is a molybdenum deposit
with a JORC resource of more than 20 million tonnes of ore at 0.10 per cent.
molybdenum and 0.06 per cent. copper. A high grade zone of 3.1 million tonnes
was identified and mining operations started in this zone in September 2005.
Mining operations are supplying the concentrator, commissioned in May 2006, and
this is currently building up to full production.

In July 2005 Eureka signed a joint venture agreement with KazAtomProm, the state
uranium company of Kazakhstan. This joint venture, Molyken LLP, utilises
KazAtomProm's Stepnogorsk industrial and plant facilities to process molybdenum
ore from Shorskoye in exchange for a 50 per cent. interest in Ar-Man LLP, the
Eureka subsidiary that is the owner of Shorskoye. A production licence for the
concentrate has been granted and contracts for the sale of the ongoing
concentrate have been signed. First sales receipts were achieved in September
2006 and these now total US$4.7 million.


Chelyabinsk - Miheevskoye

This project is a large copper/porphyry deposit located at Miheevskoye some 250
km from Chelyabinsk, within the Chelyabinsk Oblast in Southern Russia. A
pre-feasibility study has been completed on Miheevskoye, which has provided a
total Indicated Resource to JORC standards of 373.5 million tonnes averaging
0.38 per cent. copper and 0.10 grams per tonne of gold, containing 1.42 million
tonnes of copper and 1.20 million ounces of gold. There is a total Inferred 
Resource of 52.1 million tonnes containing 0.31 per cent. copper and 0.07 grams 
per tonne of gold.

The study evaluated the project on the basis of a mine life of approximately 12
years with a throughput of 25 million tonnes per annum, with average annual
production of 81,000 tonnes of copper and 55,000 ounces of gold, and a total
production of 967,000 tonnes of copper and 668,000 ounces of gold.

Drilling for the study has demonstrated that the southern zone of the deposit
remains open to the south and to the west.


Chelyabinsk - Tominskoye
This project is a large copper/porphyry deposit located just 40km from
Chelyabinsk. The proximity to Chelyabinsk means it has access to basic services
including transportation, and infrastructure. Initial studies on Tominskoye
provided a total indicated resource of 241 million tonnes averaging 0.58 per
cent. copper and 0.12 grams per tonne of gold, containing 1.4 million tonnes of
copper and 0.93 million ounces of gold. Further exploration at the site is
planned for the coming year along with initial scoping studies.


Kentau
Kentau Exploration & Mining LLP, a wholly owned subsidiary of Eureka, holds two
licences in the Kentau district, first granted in 1997. It is a large and highly
prospective area from which large volumes of geological data have been accrued.
Eureka has completed additional surveys (including RC drilling) as well as an
extensive data review, with a comprehensive Geographic Information Systems
database created. On the basis of these results a focused exploration programme
on previously identified targets is planned.


Dostyk
Dostyk LLP, also a wholly owned subsidiary of Eureka, is the current holder of
licence No. 785 with an exploration period for years 2006-2007. The evaluation
of achieved results is being completed and decisions regarding further
activities will be made in early 2007.


Group Strategy

It is Celtic's intention to increase its gold and other resources and production
both organically and by acquisition. The acquisition of Eureka provides further
resources of some 1 million ounces of gold and is expected, in time, to provide
annual production of approximately 55,000 ounces of gold from the Chelyabinsk
project.

For many junior companies the environment for raising capital and debt finance
for projects is appreciably more difficult than in previous years. Smaller com
panies are competing with larger, better financed local and international compan
ies for assets in the FSU and we are witnessing a changing landscape in markets
and politics. The Directors of Celtic believe that this environment will become
even tougher for smaller companies and that a consolidation of interests with
like-minded companies in the FSU will result in a lowering of the risk profile
and creation of stronger and more attractive investment vehicles for existing
and future shareholders. This consolidation will also mitigate some of the risks
of operating in the FSU.

The Directors of Celtic believe that the key benefits of the acquisition of
Eureka are:


   •an enlarged group that has a strong balance sheet and a sound operating
    record in the FSU with the intention of continuing the development of 
    Eureka's assets;

   •the enlarged group will have two operating gold mines and an operating
    molybdenum mine, all in the same region in Kazakhstan which will enable cost
    savings and maximum use of expertise across the enlarged group;

   •the enlarged group will have the capacity to expand existing production
    at its mines, develop strong working relationships with FSU partners and
    accelerate the development of the Chelyabinsk Project; and

   •the execution of Celtic's plans to make further acquisitions of
    appropriate assets in the FSU which will benefit and add value, increase the
    scale of the Enlarged Group and create a more attractive investment vehicle.


Commenting on the acquisition, Celtic's Chairman, Peter Hannen said "Eureka has
some outstanding projects with excellent management. We fully intend to maximise
the value of these for all shareholders as we continue to evaluate appropriate
merger and acquisition opportunities in the FSU."

Terms and expressions used in this announcement shall, unless the context
otherwise requires, have the same meanings as given to them in the Company's
announcement of 7 November 2006.

For further information please contact:

Euan Worthington/ Kate Dexter Smith
Celtic Resources Holdings Plc
Tel: + 44 (0)20 7921 8800
[e-mail]

Frank Moxon / Simon Edwards
Evolution Securities Limited
Tel: [phone]

Laurence Read
Conduit PR
Tel: [phone]




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