Replacement: Issue & Allotment of Ordinary Shares

3 June 2014

Beacon Hill Resources Plc / AIM: BHR / ASX: BHU / Sector: Mining

Beacon Hill Resources Plc ('Beacon Hill or 'the Company')

Correction Announcement - Issue and Allotment of Ordinary Shares following Exercise of Conversion rights

This is a correction for a previous announcement (RNS 2362I) released on 28 May 2014. It corrects the Company's enlarged issued share capital which comprises 1,840,475,556 ordinary shares with voting rights.

The full amended text is shown below.

Beacon Hill hereby announces that the Company has received a notice of exercise by Darwin Strategic Limited ('Darwin'), to convert £300,000 of Darwin's Convertible Loan Note at a gross conversion price of 0.32293p per share. Details of the Convertible Loan Note were announced to the market on 4 October 2013 pursuant to which 92,899,390 ordinary shares (the 'Convertible Shares') now fall to be issued. Application has been made for the Conversion Shares to be admitted to trading on AIM with admission expected to take place on or about 30 May 2014. The Shares will rank pari passu in all respects with all existing ordinary shares in the Company.

Following admission of the Shares, the Company's enlarged issued share capital will comprise 1,840,475,556 ordinary shares with voting rights. This figure of 1,840,475,556 ordinary shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

**ENDS**