X0303 4 2008-11-24 0 0000938113 APOLLO GOLD CORP AGT 0001377673 ST ANDREW GOLDFIELDS LTD 1540 CORNWALL RD SUITE 212 OAKVILLE A6 L6J 7W5 ONTARIO, CANADA 0 0 1 0 COMMON STOCK 2008-11-24 4 S 0 2000000 0.2041 D 25479429 D The 2,000,000 shares (the "Second Tranche Shares") were sold pursuant to an agreement between the Reporting Person and a third party (the "Purchaser") dated October 28, 2008 (the "Agreement") for an aggregate purchase price of Cdn$500,000 (approximately US$408,297 based on the Federal Reserve Bank of New York's noon buying rate on November 24, 2008 of US$1.00 = Cdn$1.2246). As reported on a Form 4 filed on November 12, 2008, the Reporting Person sold a first tranche of 2,000,000 shares (the "First Tranche Shares") to the Purchaser on November 7, 2008, which were held in escrow pending closing of the sale of the Second Tranche Shares. As a result of the closing of the sale of the Second Tranche Shares reported herein, the First Tranche Shares have been released from escrow. The sale of the Second Tranche Shares took place within 6 months of the acquisition by the reporting person of 2,400,000 units, each unit consisting of one share and one-half warrant of the issuer, on July 24, 2008, at a price of $0.49 per unit. No short-swing swing profits were realized in respect of the current sale under section 16(b) of the Exchange Act, based on the market price of Apollo Gold stock on July 24, 2008 of $0.40 per share (as required under Exchange Act Rule 16b-6). Calculated based on the Federal Reserve Bank of New York's noon buying rate on November 24, 2008 of US$1.00 = Cdn$1.2246. /s/ Ben Au, Chief Financial Officer and Vice President, Finance and Administration of St Andrew Goldfields Ltd. 2008-11-24