BEACH ENERGY LIMITED — Major Shareholding Notification 2011

Jan 23, 2011

==> picture [127 x 86] intentionally omitted <==

For Immediate Release – 24 January 2011 Ref. #008/11

==> picture [127 x 247] intentionally omitted <==

The Manager, Companies ASX Limited Electronic Lodgement System

Dear Sir,

BEACH ENERGY LIMITED'S TAKEOVER: FORM 604 – NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER

Beach Energy Ltd (ASX: BPT) ABN 20 007 617 969 advises that its current substantial holding in Impress Energy Limited (ASX: ITC) has increased from 66.64% to 68.39%.

For more information contact

Corporate
Reg Nelson	Beach Energy Ltd	08 8338 2833
Investor Relations
Chris Jamieson	Beach Energy Ltd	08 8338 2833
Media
Jane Grieve	FD	08 9386 1233

Page 1

Form 604 Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme Impress Energy Limited

ACN/ARSN

009 212 319

1. Details of substantial holder (1)

Name Beach Energy Limited ACN/ARSN (if applicable) 007 617 969

There was a change in the interests of the substantial holder on 21/01/2011 The previous notice was given to the company on 19/01//2011 The previous notice was dated 19/01//2011

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous notice	Previous notice	Present notice	Present notice
	Person’s votes	Voting power(5)	Person’s votes	Voting power(5)
Ordinary	590,845,398	66.64%	606,319,028	68.39%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person’s votes affected
19/01/2011	Beach Energy Limited	Acceptances under Beach on market takeover offer announced on 6 December 2010	$73,343.36	862,863 ordinary shares	862,863
20/01/2011	Beach Energy Limited	Acceptances under Beach on market takeover offer announced on 6 December 2010	$78,147.30	919,380 ordinary shares	919,380
21/01/2011	Beach Energy Limited	Acceptances under Beach on market takeover offer announced on 6 December 2010	$1,163,767.90	13,691,387 ordinary shares	13,691,387

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person’s votes
Beach Energy Limited	Beach Energy Limited	Beach Energy Limited	Relevant interest under s608(1) of Corporations Act	538,878,396	538,878,396

Beach Energy Limited	Zero Nominees Pty Ltd	Zero Nominees Pty Ltd	Relevant interest under s608(1) of Corporations Act as a result of on market purchases	41,440,632	41,440,632
Beach Energy Limited	Tristania Holdings Pty Ltd	Beach Energy Limited	Relevant interest under s608(1) of Corporations Act as a result of off market purchases	7,519,859	7,519,859
Beach Energy Limited	Fishgills Pty Ltd	Beach Energy Limited	Relevant interest under s608(1) of Corporations Act as a result of off market purchases	18,480,141	18,480,141

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable)	Nature of association

6. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Beach EnergyLimited	25 Conyngham Street Glenside SA 5065
Zero Nominees PtyLtd	PO Box Z5036 Perth Street Georges Terrace WA 6831
Tristiana Holdings Pty ltd	Suite 1, 16-18 Stirling Highway, Nedlands, WA 6009
Fishgills Pty Ltd	Suite 1, 16-18 Stirling Highway, Nedlands, WA 6009

Signature

print name Cathy Oster	capacity	Company Secretary
sign here	date	24 January 2011

26375648v1