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CULLEN RESOURCES LIMITED Major Shareholding Notification 2008

Jun 11, 2008

64724_rns_2008-06-11_e5e27fe0-8b19-4c15-99a9-33d865bbc504.pdf

Major Shareholding Notification

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Fax Transmission

To: Company Announcements Platform From: Mark Tzannes
Company: ASX Date: 12 June 2008
Fax No: 1300 135 638 Pages: 1 of 4
$C_{\mathbf{C}}$ :
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 Tzannés Director

  1. Jun. 2008 16:05

Form 604 Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

Cullen Resources Limited
To Company Name/Scheme
006 045 790
ACN/ARSN
1. Details of substantial holder (1)
First Reserve Fund X, LP and Its subsidiaries, including FRC Australian Holdings B.V. ('FRC Australian') (collectively
'FRC Group')
Name (collectively 'AMCI Group') AMCI International AG and its subsidiaries, including AMCI Investments Pty Ltd ACN 112 315 661 ('AMCI Investments')
ACN/ARSN (If applicable)
There was a change in the interests of the
substantial holder on
The previous notice was given to the company on
10/06/2008
23/04/2008 (by AMCI Group) and 24/04/2008 (by FRC Group)
The previous notice was dated 23/04/2008

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:

Previous notice Present notice
Class of securities (4) Person's voles Voling power (5) Person's votes Voling power (5)
Ordinary Shares (fully paid) 61.691 132 1.12% 174.740.596 13.47%

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
22/04/2008 FRC Australian On market
Acquisition
\$35,805 255,750 Ordinary
Shares
255.750
22/04/2008 lAMCI Invesiments On market
Acquisition
\$35,605 255,750 Ordinary
Shares
255,750
23/04/2008 IFRC Australian. On market
Acquisition
\$174.953.38 1,249,667 Ordinary
Shares
1.249,667
23/04/2008 AMCI Investments On market
Acquisition
\$174.953.38 1,249,667 Ordinary
Shares
1,249,607
30/04/2008 IFRC Australian On market
Acquisition
\$20,800 160,000 Ordinary
Shares
160,000
30/04/2008 AMCI investments On market
Acquisition
\$20.800 160,000 Ordinary
Shares
160,000
02/05/2008 IFRC Australian On market
Acquisition
\$8926.19 68,663 Ordinary
Shares
63.663
102/05/2008 AMCI Investments On market
Acquisition
\$8926.06 68,662 Ordinary
Shares
68,662
05/05/2008 FRC Australian On market
Acaulsilion
\$13,823.81 106,337 Ordinary
Shares
106.337
105/05/2008 AMCI Investments On markel
Acquisition
\$13,823.94 106,338 Ordinary
Shares
106,338
106/06/2008 IFRC Australian. On markel
Acquisition
\$75,000 500,000 Ordinary
Shares
1500.000
106/06/2008 AMCI Investments On market
Acquisition
\$75,000 500,000 Ordinary
Shares
500,000
10/06/2008 FRC Australian On market
Acquisition
\$606.307.25 4,184,315 Ordinary
Shares
4.184.315
10/06/2008 IAMC
l Investments
'On market
.
Acquisition
\$606,307.25 ,184,315 Ordinary
14.
lShares
.184.315
14.
-- -- ------------ ------------------------------ --------------------------------------- -- -------------- -- ------------------------------------- -----------------

4. Present relevant interests

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

Holder of
relevant
interest
Registered
holder of
securilles
Person entitled
to be registered
as holder (6)
Nature of
relevant
interest (6)
Class and
number of
securities
Person's votes
lFRC Australian Rubicon Nominees Ply FRC Australian
Ltď
Under section 608(1) of the
Corporations Act (Cth) as a
result of FRC Australian
purchasing the shares on
market in the ordinary
course
37,370,298 Ordinary 37,370,298
Shares
FRC Group
other than FRC
Australian)
Rubicon Nominees Pty $ _{\mathsf{FRC}}$ Australian
lLtd
Under section 608(3) of the
Corporations Act (Clh),
leach other member of the
FRC Group has a relevant
Interest in the ordinary
shares in which FRC
Australian has a relevant.
Interest In.
37,370,298 Ordinary 37,370,298
Shares
AMCI
línvesiments
IUBS Nominees Ply-
Ltd
IAMCI Investments Under section 608(1) of the
Corporations Act (Cih) as a
result of AMCI Investments
purchasing the shares on l
market in the ordinary
lcourse.
37,370,298 Ordinary 37,370,298
Shares
AMCI Group
(olher lhan
IAMCI
Invesiments)
IUBS Nominees Ply
lLtd
IAMCI Investments Under section 608(3) of the
Corporations Act (Cth),
each olher member of the
AMCI Group has a relevant 37,370,298 Ordinary 37,370,298
interest in the ordinary.
shares in which AMCI
Invesiments has a relevant i
interest In.
Shares

6. 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
applicable)
ACN/ARSN (if
Nature of association
ALLANDRA
Nol Applicable .

$\zeta$ Addresses

$\overline{(\ }$

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
[FRC 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 Pty Ltd Level 21, 123 Eagle Street, Brisbane, Queensland, 4000
UBS Nominees Pty Ltd IGPO Box 1257L, Melbourne, Victoria, 3001

Signature

print name Mark Tzannes as director of AMCI investments Pty Ltd
Mike Menzies as attorney for FRC Australian Holdings B∦.
capacity
sign here date

DIRECTIONS

  • 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 $(1)$ trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar. 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.
  • See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
  • See the definition of "relevant Interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
  • The voling shares of a company constitute one class unless divided into separate classes. $(4)$
  • The person's votes divided by the total votes 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
  • 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 $(b)$ securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant egreement" 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 associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
  • 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". $(8)$
  • Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$