COMET RIDGE LIMITED — Share Issue/Capital Change 2009

Mar 2, 2009

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3 March 2009

The Company Announcements Officer Australian Stock Exchange Limited Exchange Centre Level 4, 20 Bridge Street Sydney NSW 2000

By electronic Lodgement

Dear Sir

REPLACEMENT ISSUE OF UNLISTED OPTIONS TO FORMER EMPLOYEES

The directors have resolved to issue 2,730,000 unlisted options to former Comet Ridge Limited employees.

In mid-2008 Comet Ridge Limited vended its US assets into a joint venture entity Comet Ridge Resources LLC. As a consequence the then US based employees no longer qualified under the Comet Ridge Employee Share Incentive Option Plan for 2,730,000 options which at that time remained unvested. In order to equitably deal with these former employees, directors have agreed to issue 2,730,000 vested unlisted options on the same terms and conditions to the former Comet Ridge Limited employees, who are now employed by Comet Ridge Resources LLC. These parties have agreed not to exercise the earlier options as a condition of receiving the replacement options.

We attach an Appendix 3B which sets out the terms in respect of the unlisted options issued.

Yours faithfully COMET RIDGE LIMITED

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GILLIAN SWABY Company Secretary

Australia

Comet Ridge Limited C/- Endeavour Corporate Suite 8,7 The Esplanade Mt Pleasant Western Australia 6153 Phone : +61 8 9316 9100 Fax:- +61 8 9315 5475

USA

Comet Ridge USA Inc 600 17[th] Street Suite 600-S Denver Colorado 80202 USA Phone : +1 303 226 1300 Fax: +1 303 226 1301

Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

Comet Ridge Limited

ABN

47 106 092 577

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of +securities issued or to be Unlisted Options issued 2 Number of[+] securities issued or to 2,730,000 be issued (if known) or maximum number which may be issued 3 Principal terms of the[+] securities (eg, if options, exercise price and expiry • 37,500 EMPLOYEE INCENTIVE date; if partly paid[+] securities, the OPTIONS EXPIRING 26/06/09 @45C amount outstanding and due dates for payment; if +convertible • 250,000 EMPLOYEE INCENTIVE OPTIONS EXPIRING 31/07/09 @45C securities, the conversion price and dates for conversion) • 477,500 EMPLOYEE OPTIONS EXPIRING 10/11/09 @ 45C • 1,900,000 EMPLOYEE OPTIONS EXPIRING 01/08/11 @ 45C • 65,000 EMPLOYEE OPTIONS EXPIRING 03/12/11 @ 45C

24/10/2005 Appendix 3B Page 1

Appendix 3B New issue announcement

4 Do the+securities rank equally in all respects from the date of allotment with an existing+class of quoted +securities? If the additional securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 8 Number and +class of all +securities quoted on ASX (_including_the securities in clause 2 if applicable)	If the options are exercised the shares issued will rank equally with those already on issue.	If the options are exercised the shares issued will rank equally with those already on issue.
	Nil
	Replacement Options
	3 March 2009
	Number	+Class
	105,375,950	Ordinary

• See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 2

Appendix 3B New issue announcement

9	Number and +class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable)	Number	+Class
		Options 450,000 112,500 1,250,000 1,432,500 3,500,000 3,800,000 30,000 130,000 300,000 Convertible Note 1,000,000	Options exercisable at 40 cents expiry 11/5/09 Options exercisable at 45 cents expiry 26/6/09 Options exercisable at 45 cents expiry 31/7/09 Options exercisable at 45 cents expiry 10/11/09 Options exercisable at 45 cents expiry 31/12/09 Options exercisable at 45 cents expiry 01/08/2011 Options exercisable at 45 cents expiry 04/09/2011 Options exercisable at 45 cents expiry 03/12/2011 Options exercisable at 45 cents expiry 06/12/2011 See note below
	Convertible Notes– The Convertible Notes have a face value of $1,000,000, carry an interest rate of 6% and mature on 9 February 2010 (if not converted beforehand). Upon conversion, the note would convert to fully paid ordinary shares in the Company calculated as follows: Each Note, subject of a Conversion Notice is, converted into that number of Shares calculated as follows: N = B A where: N = the number of Shares following the conversion; A = the Principal Sum; and B = the Conversion Price, being the VWAP in respect of the 5 consecutive trading days before the date of the Conversion Notice, provided that such conversion price will not be greater than $0.085. For further information on the merger, refer to the ASX release on 9 February 2009.

• See chapter 19 for defined terms.

Appendix 3B Page 3

1/1/2003

Appendix 3B New issue announcement

10 Dividend policy (in the case of a N/A trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

11	Is security holder approval
	required?
12	Is the issue renounceable or non-
	renounceable?
13	Ratio in which the+securities will
	be offered
14	+Class of+securities to which the
	offer relates
15	+Record date to determine
	entitlements
16	Will holdings on different registers
	(or subregisters) be aggregated for
	calculating entitlements?
17	Policy for deciding entitlements in
	relation to fractions
18	Names of countries in which the
	entity has+security holders who
	will not be sent new issue
	documents
	Note: Security holders must be told how their
	entitlements are to be dealt with.
	Cross reference: rule 7.7.
19	Closing date for receipt of
	acceptances or renunciations
20	Names of any underwriters
21	Amount of any underwriting fee or
	commission
22	Names of any brokers to the issue

• See chapter 19 for defined terms.

Appendix 3B Page 4

1/1/2003

Appendix 3B New issue announcement

23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders 25 If the issue is contingent on +security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) 30 How do+security holders sell their entitlements_in full_through a broker? 31 How do+security holders sell_part_ of their entitlements through a broker and accept for the balance? 32 How do+security holders dispose of their entitlements (except by sale through a broker)? 33 +Despatch date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of securities ( tick one )

• See chapter 19 for defined terms.

Appendix 3B Page 5

1/1/2003

Appendix 3B New issue announcement

• (a) Securities described in Part 1

• (b) All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

• 35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders

• 36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000

1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

• 37 A copy of any trust deed for the additional[+] securities

• See chapter 19 for defined terms.

Appendix 3B Page 6

1/1/2003

Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38 Number of securities for which +quotation is sought 39 Class of +securities for which quotation is sought 40 Do the[+] securities rank equally in all respects from the date of allotment with an existing[+] class of quoted +securities? If the additional securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) Number +Class

• 42 Number and[+] class of all[+] securities quoted on ASX ( including the securities in clause 38)

• See chapter 19 for defined terms.

Appendix 3B Page 7

1/1/2003

Appendix 3B New issue announcement

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those[+] securities should not be granted[+] quotation.

• An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before[+] quotation of the[+] securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: (Director/Company secretary)

Date: 3 March 2009

Print name: GILLIAN SWABY

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• See chapter 19 for defined terms.

Appendix 3B Page 8

1/1/2003