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GOLDEN VALLEY MINES LIMITED 2002-09-19 ASX-SIGNAL-G

HOMEX - Perth

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MARKET UPDATE

Further to the Company's announcement on 15 August 2002 with regard
to the acquisition of a 35% equity interest in South African Mineral
Resources Corporation Ltd (SAMROC), the directors are pleased to
advise that the Company has made the first payment in settlement for
this transaction. The Company's Chairman, Richard Linnell, and
Executive Director, Simon Farrell, have been invited to join the
SAMROC board.

The acquisition of a strategic holding in SAMROC provides the Company
with initial market entry into the substantial international
industrial minerals market and, at the same time, provides
flexibility through the Johannesburg Stock Exchange Listing of SAMROC
to assist in financing further acquisitions.

Over the last twelve months, the Company has been identifying and
evaluating a number of potential acquisitions in the industrial
minerals and alloys sector in southern Africa.

The principal criteria used in the evaluation process have been:

1. The business currently generates positive cash flows

2. The business is well established and uses conventional technology

3. Revenues are predominantly US$ based

4. Management is sound

5. Ongoing capital commitments are low

6. The business has significant share of a concentrated market

7. The acquisition price represents modest earnings multiples

In addition to the SAMROC transaction, negotiations are currently
underway regarding the potential acquisition of two further
complementary businesses and when these are sufficiently advanced,
the appropriate notices to the ASX will be made. It is hoped that
these releases will be made before the end of October.

Since completing the Company's investment in SAMROC, there have been a
number of highly encouraging developments. Today SAMROC will be
advising the Johannesburg Stock Exchange ("JSE") that Dow
Agroscience's Mancozeb plant at Sasolburg (50kms south of
Johannesburg) will be substantially increasing production commencing
next month (Dow currently accounts for 47% of SAMROC's overall sales)
and the South African Rand (ZAR) 2.76 million capital improvement and
reconfiguration plan at SAMROC's Greenhills plant is substantially
complete. The impact of these developments will be to double monthly
sales from those of the first half of 2002.

Preliminary discussions have been held with Dow regarding a proposal
to supply Dow's worldwide requirements of manganese sulphate
solution. This would involve a multiple increase in the existing
supply arrangements. The initial response has been encouraging and
SAMROC has commenced a prefeasibility investigation into the optimum
manner for fulfilling such supply arrangements.

The Company's strategy for acquiring cash generating businesses lies
with your Board's desire to be able to pay dividends in the near to
medium term. This focus has lead to a review of existing activities,
in particular, its highly prospective Australian exploration assets
and the short to mid-term capital requirements of the Group. As a
result the following corporate initiatives are proposed:

1. IMPLEMENTATION OF A SHARE PURCHASE PLAN (SPP)

In accordance with the provisions of the Corporations Act 2001 (Cth),
in particular, class order 00/194, the Company proposes to proceed
with an offer to all shareholders registered at the record date to
acquire further shares in the capital of the Company up to a maximum
of $3,000 in value.

The shares will be offered at an issue price of 3.5c per share and
the offer to shareholders will provide for an acceptance by way of
subscription of a minimum of $1,400 or a maximum of $2,800. The offer
is to be partially underwritten to the extent of $1M by Montagu
Stockbrokers Pty Ltd, a participating organisation of the Australian
Stock Exchange Limited.

The record date for determining entitlements to the share purchase
plan will be 26 September.

2. DISTRIBUTION IN SPECIE OF NAVIGATOR RESOURCES LIMITED SHAREHOLDING

As the Company continues to direct its investment focus towards
operating businesses, the Board has resolved to divest the Company of
its interest in Navigator Resources Limited by way of a prorata offer
of all shares held in the capital of Navigator Resources to
shareholders. The prorata distribution will be effected by way of a
proposed capital reduction and distribution in specie of the
Company's shareholding in Navigator Resources.

Navigator Resources will, at the same time, prepare a prospectus for
a capital raising by way of Public Offer. Pursuant to that Offer
existing, Golden Valley Mines Limited shareholders will be given a
priority entitlement to round up their holdings in Navigator
Resources Limited received by virtue of the prorata distribution.

3. GENERAL MEETING

Pursuant to ASX Listing Rule 7.1, a company is restricted in the
number of securities it can offer during any twelve month period to a
number not exceeding 15% of the issued capital at the commencement of
the period. The offer pursuant to a Share Purchase Plan as outlined
above is not an exception to Listing Rule 7.1.

The distribution in specie will proceed subject to confirmation of a
number of factors, including approval of shareholders at general
meeting.

Accordingly, the Company will proceed with the calling of an
Extraordinary General Meeting of shareholders to approve:

* The issue and allotment of shares pursuant to the SPP on the basis
that acceptances to the minimum underwritten level of $1.0M will
exceed the 15% threshold;

* To ratify the placement made by the Company in February 2002 in
conjunction with the offer of shares to Navigator Resources Limited
shareholders, in order to fully restore the Company's capacity for
further capital issues in accordance with Listing Rule 7.1(a); and

* A capital reduction pursuant to the requirements of sections 256B
and 256C of the Corporations Act 2001 (Cth) and distribution in
specie of all of the Company's shareholding in Navigator Resources.

Subject to compliance with various ASX and ASIC notice requirements,
approval for these transactions may be sought at separate general
meetings. Further information in relation to the timing and terms for
this transaction will be advised in due course.


S J Farrell
EXECUTIVE DIRECTOR