AUSTRALIA AVI.AX 0,02 AU$ 0,00%

AVALON MINERALS LTD ACN 123 184 412‌‌

PROSPECTUS

For the offer of:

1. 130,775,000 Quoted Options (exercisable at $0.03 each on or before 31 August 2019) to participants in the Placement (Placement Offer);

2. 10,000,000 Quoted Options (exercisable at $0.03 each on or before 31 August 2019) to the Lead Manager of the Placement (Lead Manager Offer); and

3. 1,562,500 Quoted Options (exercisable at $0.03 each on or before 31 August 2019) to two Directors of the Company (Director Offer),

(together, the Offers).

IMPORTANT NOTICE

This document is important and should be read in its entirety. If after reading this Prospectus you have any questions about the Quoted Options being offered under this Prospectus or any other matter, then you should consult your stockbroker, accountant or other professional adviser.

The Quoted Options offered under this Prospectus should be considered speculative.

TA B L E O F C O N TE N TS

1. CORPORATE DIRECTORY 1

2. TIMETABLE AND IMPORTANT NOTES 2

3. DETAILS OF THE OFFER 4

4. PURPOSE AND EFFECT OF THE OFFERS 8

5. RIGHTS AND LIABILITIES ATTACHING TO SECURITIES 11

6. RISK FACTORS 14

7. ADDITIONAL INFORMATION 20

8. DIRECTORS' AUTHORISATION 27

9. DEFINITIONS 28

10. CORPORATE DIRECTORY

    Directors Graham Ascough - Non-Executive Chairman Malcolm Norris - CEO/Managing Director Crispin Henderson - Non-Executive Director Don Hyma - Non-Executive Director
    Company Secretary	Solicitors
    Gavin Leicht	O'Loughlins Lawyers
    Level 2, 99 Frome Street
    Securities Exchange Listing	Adelaide SA 5000
    Avalon Minerals Limited shares are listed on the Australian Securities Exchange
    Ordinary fully paid shares (ASX Code: AVI)
    Share Registry*	Auditor*
    Computershare Investor Services Pty Ltd	BDO Audit Pty Ltd
    117 Victoria Street	Level 10/12 Creek Street
    West End Qld 4101	Brisbane Qld 4000
    Telephone: +61 7 3237 2100
    Facsimile: +61 7 9473 2555
    Website: www.computershare.com.au
    Investor Enquiries: 1300 850 505
    Registered Office and principal place of business
    Australia	Sweden
    9 Gardner Close	Fasadvagen 43
    Milton Qld 4064	981 41 Kiruna
    Telephone: 07 3368 9888	Sweden
    Facsimile: 07 3368 9899	Telephone: +46 920 52 00 00
    Web site: www.avalonminerals.com.au
    Email: [email protected]

    * These entities have not been involved in the preparation of this Prospectus and have not consented to being named in this Prospectus. Their names are included for information purposes only.

11. TIMETABLE AND IMPORTANT NOTES

12. Timetable

    Action	Date
    Lodgement of Prospectus with the ASIC and ASX	24 August 2016
    Opening Date	24 August 2016
    Closing Date*	12:00pm AEST on 29 August 2016
    Expected date of Official Quotation of the Quoted Options	29 August 2016

    * The Directors reserve the right to extend the Closing Date at any time without notice. As such, the date the Quoted Options are expected to commence trading on ASX may vary with any change in the Closing Date.

13. Important Notes

    This Prospectus is dated 24 August 2016 and was lodged with ASIC on that date. ASIC and its officers take no responsibility for the contents of this Prospectus or the merits of the investment to which this Prospectus relates.

    No Quoted Options may be issued on the basis of this Prospectus later than 13 months after the date of this Prospectus.

    Each of the Offers is only available to those persons who are personally invited to participate in the Offers. Applications for Quoted Options offered pursuant to this Prospectus can only be submitted on an original Application Form which accompanies this Prospectus. The Company will provide an Application Form to the designated persons who may participate in the Offers. The Offers are not made available to the general public.

    This Prospectus is a transaction specific prospectus for an offer of options to acquire continuously quoted securities (as defined in the Corporations Act) and has been prepared in accordance with section 713 of the Corporations Act. It does not contain the same level of disclosure as an initial public offering prospectus. In making representations in this Prospectus regard has been had to the fact that the Company is a disclosing entity for the purposes of the Corporations Act and certain matters may reasonably be expected to be known to investors and professional advisers whom potential investors may consult.

14. Web Site - Electronic Prospectus

15. A copy of this Prospectus can be downloaded from the website of the Company at www.avalonminerals.com.au. If you are accessing the electronic version of this Prospectus for the purpose of making an investment in the Company, you must be an Australian resident and must only access this Prospectus from within Australia.

    The Corporations Act prohibits any person passing onto another person an Application Form unless it is attached to a hard copy of this Prospectus or it accompanies the complete and unaltered version of this Prospectus. Any person may obtain a hard copy of this Prospectus free of charge by contacting the Company.

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