“RMK” during 2008 completed private placement unit financings resulting in the issuance of approx. 20 million F/T shares with approx. 20 million warrants attached, exercisable between $0.07 and $0.15 to Dec. 2009(see below).

The warrants, if exercised will provide approximately $ 3 million to the treasury, for additional drilling and development. The 20 million F/T shares are now tradeable; if the holders sold 15mm shares of the 20 million (75%) -- 15mm x $0.20 = $3million. They then could exercise the warrants @ $0.15 and purchase 20mm shares, replacing the 15mm sold, ending with a net position of 25 million shares (+ 5,000,000 shares / 25% more).

This may in part explain the RMK trading volume from Sept. 14, 2009 (Approx. 28 million shares); the other part being the Ontex/Roxmark arbitrage.

Roxmark Mines Limited

Notes to Financial Statements

For the Years Ended December 31, 2008 and 2007

10. SHARE CAPITAL cont.

(c) Warrants: Warrants have been granted in the current and prior years with shares and flow-through shares pursuant to private placement financing. The outstanding warrants at the year end to purchase common shares are as

follows:

Expiry Date No. of Warrants Exercise Price $/share

13-Jul-2009 5,500,000 0.55

13-Jul-2009 500,000 0.20

2-Nov-2009 333,333 0.30

2-Nov-2009 3,666,665 0.55

14-Dec-2009 3,911,500 0.55

14-Dec-2009 188,520 0.31

3-Dec-2009 326,690 0.10

3-Dec-2009 2,333,500 0.15

9-Dec-2010 1,428,571 0.07

9-Dec-2010 15,714,283 * 0.15

Total: 33,903,062

*Exercisable at a price of $0.15 until the first anniversary and thereafter at a price of $0.20 until expiry.