22 April 2014 ASX Code: BAB, AIM Code: BGL RECOMMENDATION TO SHAREHOLDERS TAKE NO ACTION IN RESPECT OF THE PROPOSED TAKEOVER OFFER BY NORTON

Bullabulling Gold Limited ("Bullabulling" or the "Company") has received an unsolicited takeover offer from Norton Gold Fields ("Norton") to acquire all of the shares in Bullabulling. Norton propose to offer 7 (seven) cents cash for every Bullabulling share ("the Offer")

The board considers that the current Norton Offer price does not adequately reflect the value of Bullabulling or the Bullabulling Gold Project and does not justify a change in control of the Company. Further detail regarding the board's views will be provided in the Company's target's statement.

The Bullabulling Board was only advised of the intentions of Norton late Thursday 17th April
2014.
The Directors will review the Bidder's Statement and urge all shareholders to TAKE NO ACTION in relation to the Offer or any documents you receive from Norton until you receive the board's formal response to the Offer.
Bullabulling has appointed Gresham Advisory Partners as corporate advisors and Herbert Smith Freehills as legal advisors to assist the Company to prepare its formal response to the Offer.
The Directors' focus is on maximising shareholder value and this Offer, or any other offers or proposals, will be considered in that context.
The Directors will keep shareholders fully informed of further developments as they occur and will provide a formal recommendation on the Offer, providing shareholders with sufficient time to make an informed decision.

All information issued by the Company in relation to the offer will also be posted on the
Company's website, www.bullabullinggold.com.
In the meantime, should you have any queries, please do not hesitate to contact.
Brett Lambert Managing Director Bullabulling Gold Limited Tel: +61 8 9386 4086
b rett.lambert@bullabullinggold.com
Darren Martin
Executive Director
Gresham Advisory Partners
+61 8 9486 7077 dmartin@gresham.com.au

Westhouse Securities Limited
(UK Broker & Nominated Adviser)
Martin Davison / Dominic Palmer‐
Tomkinson / Hugo Rubinstein
Tel: +44 20 7601 6100
John Gardner / Rupert Dearden MAGNUS Investor Relations. Corporate Communication. (Australian Media)
Tel: +61 8 6160 4900 jgardner@magnus.net.au rdearden@magnus.net.au

About Bullabulling Gold Limited

Bullabulling Gold Limited is listed on the Australian Securities Exchange (ASX:BAB) and London's AIM Market (AIM:BGL) and has approximately 344 million shares on issue. The Company's primary asset is the wholly owned Bullabulling Gold Project, located 60 kilometres west of Kalgoorlie in Western Australia.
The Bullabulling Gold Project hosts JORC compliant Mineral Resources3 of 3.75 million ounces comprising Indicated Resources of 72.4 million tonnes at 0.98 g/t gold (2.28 million ounces) and Inferred Resources of 41.6 million tonnes at 1.11 g/t gold (1.47 million ounces). Exploration has demonstrated strong potential for further expansion of the resource base.
The Bullabulling deposit is amenable to bulk tonnage open pit mining and conventional CIL processing. All resources are situated on granted Mining Leases in close proximity to infrastructure.
The Company is conducting a definitive feasibility study into the development of a large scale, low cost mining operation at Bullabulling which is scheduled for completion in 2014.

Competent Person Statement

The information in this report that relates to the Exploration Results, Mineral Resources or Ore Reserves is based upon information compiled by Mr Trevor Pilcher, who is a full time employee of the Company and is a member of The Australasian Institute of Mining and Metallurgy. Mr Pilcher has sufficient experience relevant to the style of mineralisation and type of deposit under consideration and the activity in which he is undertaking to qualify as a Competent Person under 2012 Edition of the Australasian Code for Reporting Exploration Results, Mineral Resources and Ore Reserves (JORC Code). Mr Pilcher consents to the inclusion in this report of the matters based on his information in the form and context in which it appears.

The information in this report that relates to the Exploration Results, Mineral Resources or Ore Reserves was prepared and first disclosed under the JORC Code 2004. It has not been updated since to comply with the JORC Code 2012 on the basis that the information has not materially changed since it was last reported. All material assumptions and technical parameters underpinning the estimates of mineral resources continue to apply and have not materially changed.

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