Offer Document

• Non-renounceable pro-rata entitlement offer of new shares at $0.12 each
• Offer basis of 1 new share for every 3 shares held
• Aims to raise approximately $2.52 million for exploration and general working capital

Constellation Resources Ltd is making a non-renounceable pro-rata entitlement offer of new shares at an issue price of $0.12 each, on the basis of one (1) new share for every three (3) shares held by eligible shareholders on the record date. The offer aims to raise approximately $2.52 million (before costs) to be used for exploration activities at the company's projects in Western Australia and for general working capital. The company currently has approximately 63.0 million shares on issue and approximately 7.8 million options. Assuming the entitlement offer is fully subscribed and no options are exercised before the record date, approximately 21.0 million new shares will be issued. The offer is being made pursuant to section 708AA of the Corporations Act, which allows rights issues to be offered without a prospectus. The proceeds from the entitlement offer will be used to fund exploration activities and for general corporate and administrative costs.