Form 8 (OPD) (Metals Exploration plc)

(a) Identity of the party to the offer making the disclosure:

Solomon Capital Limited

("Solomon")

(b) Owner or controller of interests and short positions disclosed, if different from 1(a):

The naming of nominee or vehicle companies is insufficient

Christian Candy

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each party to the offer

Metals Exploration plc

("Metals Exploration")

(d) Is the party to the offer making the disclosure the offeror or the offeree?

OFFEROR

(e) Date position held:

22 July 2010

(f) Has the party previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?

NO

Class of relevant security:

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

118,935,655

44.10

-

-

(2) Derivatives (other than options):

-

-

-

-

(3) Options and agreements to purchase/sell:

-

-

-

-

TOTAL:

118,935,655

44.10

-

-

Class of relevant security in relation to which subscription right exists:

None

Details, including nature of the rights concerned and relevant percentages:

None

Details of any irrevocable commitments or letters of intent procured by the party to the offer making the disclosure or any person acting in concert with it (see Note 3 on Rule 2.11 of the Code):

Solomon has letters of intent from the following Metals Exploration shareholders to accept or procure acceptance of the mandatory cash offer to be made by Solomon to acquire all of the issued and to be issued ordinary shares of one pence each in the capital of Metals Exploration ("Metals Exploration Shares") not already owned by Solomon (the "Offer") in respect of their own beneficial holdings of Metals Exploration Shares (or those holdings over which they have control):

Details of any interests, short positions and rights to subscribe of any person acting in concert with the party to the offer making the disclosure:

Reef Securities Limited ("Reef Securities") is the beneficial owner of 5,076,249 Metals Exploration Shares representing 1.88% of the entire issued share capital of Metals Exploration. In addition, Reef Securities holds 1,000,000 warrants, exercisable at 3.25p per share at any time before 30 September 2011; 1,000,000 warrants exercisable at 20p per share at any time before 3 November 2012 and 500,000 warrants exercisable at 40p per share at any time before 3 November 2012.

Steven Smith is a director of, and owns 100 per cent. of the share capital of, Reef Securities which, as set out above, has given a letter of intent to accept the Offer. Mr Smith has been authorised by the board of directors of Solomon to give instructions and provide assistance to Solomon's financial adviser and other professional advisers in connection with the Offer. Accordingly, Reef Securities is deemed to be acting in concert with Solomon for the purposes of the Offer. Mr Smith is also a director of CPC Group Limited, of which Christian Candy, who beneficially wholly owns Solomon, is also a shareholder.

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the party to the offer making the disclosure or any person acting in concert with it:

If there are no such agreements, arrangements or understandings, state "none"

None

Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer making the disclosure, or any person acting in concert with it, and any other person relating to:

(i) the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state "none"

None

Supplemental Form 8 (Open Positions)

NO

Supplemental Form 8 (SBL)

NO

23 July 2010

Steven Smith

+44 (0) 791 172 1858