10 March 2009

Zambezi Resources Limited 

Results of EGM

Zambezi Resources Limited ('Zambezi' or the 'Company') (AIM: ZRL; ASX: ZRL) today announces all resolutions were duly passed at its Extraordinary General Meeting ('EGM') held on 9 March 2009 in Bermuda. 

The resolutions put to the shareholders at the EGM were to approve the Share Subscription Agreement and Convertible Note Agreement that the Company entered into with Astron Limited ('Astron') as announced on 28 January 2009.

Further to the above shareholder approval the board has resolved that, once the subscription monies from Astron have cleared, to issue and allot the 171 million shares to Astron and to apply for these ordinary shares to be admitted to trading on AIM. A further announcement will be made in relation to this in due course.

Shareholders have also approved the issue of the unsecured convertible note to Astron at a face value of $6 million (the 'Note'). Astron has an absolute discretion to elect to subscribe for the Note, to be exercised within three months after Zambezi shareholder approval. A further announcement will be made in relation to the convertible note in due course.

The board of Zambezi believes that the Transaction will secure necessary funding for the foreseeable future and at the same time provides the Company with a strategic investor. 

Astron is listed on the ASX and located in Sydney, Australia, but also has a strong presence in China with an office in Shenyang. Astron's interest in Zambezi is principally as a strategic opportunity to ultimately supply copper from Zambia into China leveraging off Zambezi's copper/gold projects and facilitating Zambezi's entry into Chinese markets. The transaction will ensure the survival of the Company and add longevity to its existing projects.

The Company's shares were suspended from trading on ASX on 31 October 2008 and AIM on 3 November 2008 pending clarification of the Company's financial position. A further announcement in relation to the restoration of trading will be made in due course.

For Further Information please contact:

ADDITIONAL INFORMATION

Zambezi is listed on London's AIM market and the Australian Securities Exchange (ASX & AIM Ticker: ZRL) and currently has two main projects, Cheowa and Kangaluwi. The Company is focused on discovering and developing large Copper-Gold projects in southern Zambia. The Cheowa project is a joint venture with Glencore International AG, who have earned a 51% interest in the project. The Company believes that the Kangaluwi project has the potential to be a world class open pit copper deposit. To date the Company has spent over US$ 10 million on the project and drilled over 50,000metres, testing 8km's of the 28km's of strike length. The Company also has entered into two Uranium Joint Ventures on approximately 50% of its tenement area, one with Rio Tinto and the other with Lithic Metals and Energy.