CAZALY RESOURCES LIMITED — Director's Dealing 2008

Apr 28, 2008

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29[th] April 2008

ASX Release

APPENDIX 3Y – NATHAN MCMHAON

Cazaly Resources Limited (ASX Code: CAZ) lodges an Appendix 3Y in accordance with listing rule 3.19A in relation to the securities affected by the Opes Prime Group collapse. The Appendix 3Y to follow, details the circumstances surrounding the sale of Mr McMahon’s shares and notes that the shares were disposed of without Mr McMahon’s consent or authority and Mr McMahon is currently pursuing legal action to recover these.

Yours faithfully

CAZALY RESOURCES LIMITED

Yours faithfully,

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Nathan McMahon Joint Managing Director

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Clive Jones Joint Managing Director

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Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/9/2001.

Name of entity	Cazaly Resources Limited
ABN	23 101 049 334

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Nathan Bruce McMahon
Date of last notice	19 March 2008

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Indirect (1)
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Indirect (1): Shares owned by Kingsreef Pty Ltd, a company in which Mr McMahon has a relevant interest. Indirect (2): Shares owned by Kingsreef Pty Ltd , an account in which Mr McMahon is a beneficiary. Indirect (3) Shares owned by Apollinax Inc as trustee for Nathan McMahon
Date of change	Refer below

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to change	Direct: 4,520,000 Fully Paid Ordinary Shares 1,000,000 $1.9436 Options exercisable on or before 30 November 2009 Indirect (1): 582,742 Ordinary Fully Paid Shares Indirect (2): 650,000 Ordinary Fully Paid Shares 500,000 44.36 cent Options exercisable on or before 31 August 2008 1,000,000 75 cent Options exercisable on or before 30 November 2009 Indirect (3): 1,000,000FullyPaid Ordinary Shares
Class	Ordinary Shares
Number acquired	Nil
Number disposed	Refer below
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Refer below
No. of securities held after change	Direct: 2,970,001 Fully Paid Ordinary Shares 1,000,000 $1.9436 Options exercisable on or before 30 November 2009 Indirect (1): 283,334 Ordinary Fully Paid Shares Indirect (2): 969,461 Ordinary Fully Paid Shares 500,000 44.36 cent Options exercisable on or before 31 August 2008 1,000,000 75 cent Options exercisable on or before 30 November 2009 Indirect (3): 1,000,000 FullyPaid OrdinaryShares
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Involuntary sale of 1,950,000 ordinary shares between 28 March and 17 April 2008 pursuant to the (purported) exercise of rights by a secured creditor of Opes Prime Group Ltd. No consideration has been received by the Director at this time. The Director is pursuing actions to recover the ordinary shares disposed without theDirector’s consent orauthority

• See chapter 19 for defined terms. Appendix 3Y Page 2

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change

• See chapter 19 for defined terms.

Appendix 3Y Page 3

11/3/2002