Announcement - looking good

Changes Strategic Direction

Document date: Fri 07 Jun 2002 Published: Fri 07 Jun 2002 13:17:40
Document No: 266093 Document part: A
Market Flag: N
Classification: Asset Acquisition , Other
AUSTRALIAN OVERSEAS RESOURCES LIMITED 2002-06-07 ASX-SIGNAL-G

HOMEX - Sydney

+++++++++++++++++++++++++
BIDS FOR LONDON-TRADED BANQUE-TECHNOLOGY SYSTEMS
IDENTIFIES BIOMETRICS OPPORTUNITY

Australian Overseas Resources Limited (AOV) today announced a
takeover offer for Banque-Technology Systems PLC(BTS), a developer
and manufacturer of software, firmware and hardware for biometric
smart card based systems that is quoted on the London OFEX market.

The offer for BTS signals a strategic change of direction for AOV,
which upon completion of the transaction will fund further
development and expand the marketing of BTS' technologies

"AOV believes the market for biometric and smart card reader
technologies developed by BTS is growing rapidly because of the need
for increased security and anti-terrorism measures - particularly
since the terrorist attacks of September 11," says AOV chairman and
chief executive Mr John Genner.

BTS, which has offices in Sydney, London and Los Angeles, recently
produced a high security access reader known as a BT910 Biometrics
reader, which scans fingerprints to confirm identity for access and
identification purposes.

It enables a fingerprint to be memorised upon a microchip contained
within a smart card, which can be identified by a BTS 'contactless'
reader.

Mr Genner said "in conjunction with leading security companies BTS is
currently tendering for a number of high profile security contracts
in North America, UK, Middle East and Australia, to install security
upgrades".

THE OFFER

AOV is offering BTS shareholders one AOV share for every one BTS
share they hold. Full acceptance of the offer would result in the
issue of 168.6 million new AOV shares, representing about 74.1 per
cent of the enlarged issued capital of AOV.

Holders of BTS options and warrants are also being offered new AOV
options as part of the takeover deal.

The directors of BTS consider the AOV offer to be fair and reasonable
and have unanimously recommended that their shareholders accept the
offer.

On completion of the offer AOV intends to invite BTS chairman Mr Ian
Murray to join the AOV board as its new chairman. Mr Murray has
extensive international business experience and holds a number of
other directorships in Australia and the UK.

One of the co-founders of BTS, Mr Chris Burke will also be invited
onto the AOV board. Mr Burke, an electrical engineer by profession,
has extensive experience in mainframe installations and data
security.

AOV shares have been suspended from trading since December 13, 2001
after shareholders approved the sale of its major asset - a 50 per
cent stake in the Hunter Specialty Steels project in the Hunter
Region - to Boulder Steel Limited.

Following the announcement of the BTS takeover offer AOV will be
applying to the Australian Stock Exchange (ASX) for the suspension on
its shares to be lifted. AOV will be required to obtain the approval
of its shareholders for its proposed change of direction and a
shareholders' meeting is planned to be called for July 17, 2002.

FINGERPRINT READING

BTS specialises in the design, research and development, technology
integration and manufacture of smart card technology systems and
biometric readers for high security applications.

Systems developed by BTS include access readers utilising smart card
based and radio frequency contactless technology.

BTS' high security BT910 reader does not require a link back to a
central computer, which avoids any privacy and other security
problems as the whole process is handled electronically between the
smart card and the reader.

The possible applications of biometric readers such as BT910 include
building and perimeter access, security area access, payment systems,
hospitality, education, gaming, computer logon and corporate
identification.

EXISTING INVESTMENTS

AOV sold its stake in the Hunter Specialty Steels for a consideration
of $3 million that is payable in five equal tranches of $600,000 over
12 months via the issues of shares or a combination of cash and
shares in Boulder Steel. AOV currently holds 7.7 million Boulder
shares.

AOV also owns 2.22 million shares in Virotec International, an
environmental technology company listed on the ASX and London's
Alternative Investment Market.

For further information contact:

Mr John Genner
CHAIRMAN AND CHIEF EXECUTIVE
Phone 61 2 9328 6277
Mobile 0418 464 885

Also information can be found on the Banque Tec web site
www.banquetec.com

J Genner
CHAIRMAN & CEO