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CULLEN RESOURCES LIMITED Major Shareholding Notification 2008

Jun 30, 2008

64724_rns_2008-06-30_91af9030-8679-40d6-914f-e4e0b9be14f2.pdf

Major Shareholding Notification

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Fax Transmission

To: Company Announcements Platform From: Mark Tzannes
Company: ASX Date: 1 July 2008
Fax No: 1300 135 638 Pages: 1 of $4$
Cc:
If you do not receive all pages, please call (61-7) 3006 1830
or fax (61-7) 3006 1840

Dear Sir/Madam,

CULLEN RESOURCES LIMITED - NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER

We attach ASIC Form 604 (Notice of change of interests of substantial holder) in relation to ordinary shares of Cullen Resources Limited.

Regards,

Mark Tzannes

Director

  1. Jul. $2008$ 16:19

$\bar{a}$

Form 604 Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme Cullen Resources Limited
ACN/ARSN 006 045 790
1. Details of substantial holder (1)
Name 'FRC Group') First Reserve Fund X, LP and Its subsidiaries, including FRC Australian Holdings B.V. ('FRC Australian') (collectively
AMCI International AG and its subsidiaries, including AMCI investments Pty Ltd ACN 112 315 661 ('AMCI investments')
(Collectively 'AMCI Group')
ACN/ARSN (if applicable)
There was a change in the interests of the
substantial holder on 27/06/2008
The previous notice was given to the company on 12/06/2008
The previous notice was dated 12/06/2008

2. Previous and present voting power

The total number of votes allached 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 Present notice
$-$
----- Person's voles Voling power (5) Person's votes Voling power (5)
Ordinary Shares (fully paid) 74.740.596 113.47% 80,994,989 '14.60%

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 voling 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
changa
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
11/06/2008 IFRC Australian On markel
Acquisilion
\$9,524.33 65,685 Ordinary
Shares
65.665
11/06/2008 AMCI Invesiments On market
Acquisition
\$9.524.33 65,685 Ordinary
Shares
65.685
12/06/2008 IFRC Australian On market.
Acquisition
\$29,132.39 200,913 Ordinary
Shares
200,913
12/06/2008 AMCI investments On market
Acquisilion
\$29,132.39 200,913 Ordinary
ÍShares
200,913
13/06/2008 FRC Australian. On markel
Acquisition
\$37,665.78 259,764 Ordinary
lShares
259.764
13/06/2008 AMCI Investments On market
Acquisition
\$37,665.64 259.763 Ordinary
lShares
259,763
16/06/2008 lFRC Australian. On market
Acoulsition
\$35,500.05 246,871 Ordinary
Shares
246,871
16/06/2008 AMCI Investments On market
Acquisition
\$35,500.05 246,671 Ordinary
Shares
246,871
17/06/2008 FRC Australian On market
Acquisition
\$32,641.48 226,049 Ordinary
Shares
1226.049
17/06/2008 AMCI Investments On market
Acquisition
\$32,641.48 226,049 Ordinary
Shares
226,049
18/06/2008 FRC Australian On market
Acquisition
\$83,853.14 598,951 Ordinary
lShares.
598.951
18/06/2008 AMCI Investments On market
Acquisition
\$83,853.14 598,951 Ordinary
Shares
598,951
19/06/2008 FRC Australian On market
Acquisition
\$20.864.90 149,035 Ordinary
Shares
149.035

1. Jul. 2008 16:19 AMCI Investments Pty Ltd

19/06/2008 AMCI Investments lOn market i
Acquisition
\$20.864.00 149,035 Ordinary
lShares.
149,035
20/06/2008 FRC Australian On market.
Acquisition
\$14,000.00 100,000 Ordinary
Shares
100,000
20/06/2008 AMCI Investments lOn market
Acquisition
514,000.00 100,000 Ordinary
Shares
100.000
23/06/08 FRC Australian On market
Acquisition
570.135.10 500,965 Ordinary
Shares
500.965
23/06/08 AMCI invesiments lOn market
Acquisition
570,135.10 500,965 Ordinary
Shares
500.965
25/06/08 IFRC Australian On market
Acquisition
\$13,500.00 90,000 Ordinary
Shares
90.000
125/06/08 AMCI Investments On market
Acquisition
\$13,500.00 90,000 Ordinary
Shares
190.000
27/06/08 FRC Australian lOn market
Acquisition
\$52,532.35 353,040 Ordinary
Shares
353,040
127/06/08 AMCI Investments On market
Acquisition
552,532.50 353,041 Ordinary
Shares
353.041
30/06/08 FRC Australian On market
Acquisilion
\$50,335.01 335,924 Ordinary
Shares
335,924
130/06/08 AMCI invesiments On market
Acquisition
\$50,354,86 335,923 Ordinary
Shares
335,923

4 Tresent relevant Interests

$\frac{1}{2}$

$\overline{a}$

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
lo be registered
as holder (8)
Nature of
relevant
interest (6)
Class and
number of
securities
Person's votes
FRC Australian Rubicon Nominees Pty FRC Australian
Lld
Under section 608(1) of the
Corporations Act (Cth) as a
result of FRC Australian
purchasing the shares on
market in the ordinary
caurse.
40,497,495 Ordinary 40,497,495
Shares
FRC Group
(other than FRC
Australian)
Rubicon Nominees Pty FRC Australian
Lld
Under section 608(3) of the
Corporations Act (Cth) each
other membar of the FRC
Group has a relevant
interest in the ordinary
shares which FRC
Australian has a relevant
linterest in.
40,497,495 Ordinary 40,497,495
Shares
AMCI
linvesiments
IUBS.
Nominees
lLid
Ply AMCI Investments Under section 608(1) of the
Corporations Act (Cth) as a
result of AMCI Investments
purchasing the shares on
market in the ordinary
lcourse.
40,497,494 Ordinary 40,497,494
Shares
AMCI Group
(other than
IAMCI
Inveslments)
iubs.
Nominees
lLld
Pty AMCI Investments Under section 608(3) of the
Corporations Act (Cth) each
other member of the AMCI
Group has a relevant
Interest in the ordinary
Íshares which AMCI
invesiments has a relevant
linterest In.
40,497,494 Ordinary 40,497,494
Shares

$\overline{(}$

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 subatantial holder in relation to voting interests in the company or scheme are as follows:

Name
and
applicable)
ACN/ARSN (if ---
Nature of association
l Not applicable. The Contract of Contract of The Contract of The Contract of The Contract of The Contract of The Contract of The Contract of The Contract of The Contract of The Contract of The Contract of The Contract of The Contract of T
_____

6. Addresses

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

Name Address
AMCI Investments Pty Ltd Level 8, Riverside Centre, 123 Eagle Street, Brisbane, Queensland, 4000
AMCI International AG Seestrasse 17, 6300 Zug, Switzerland
IFRC Australian Holdings BV Fred Roeskestraat 123, 1076 EE in Amsterdam, Netherlands
First Reserve Fund X, LP One Lafayette Place, Greenwich, CT 06830 United States of America
Rubicon Nominees Ply Ltd Level 21, 123 Eagle Street, Brisbane, Queensland, 4000
UBS Nominees Pty Ltd GPO Box 1257L, Melbourne, Victoria, 3001

Signature

  • If there are a number of substantial holders with similar or related relevant Interests (eg. a corporation and Its related corporations, or the manager and
    trustee of an equity trust), the names could be included in an ann $(1)$ they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.
  • $(2)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
  • $(3)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
  • ሱ. The voting shares of a company constitute one class unless divided into separate classes.
  • The person's voles divided by the total voles in the body corporate or scheme multiplied by 100. $(5)$
  • $(6)$ Include details of:
  • any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy $(a)$ of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
  • $(b)$ any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

  • Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, $(7)$ become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included on any benefit paid on behalf of the substantial holder or its essociate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
  • $(8)$ If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown".
  • $(9)$ Give details, if appropriate, of the present association and any change in that association state the last substantial holding notice.