CULLEN RESOURCES LIMITED — Major Shareholding Notification 2008

Apr 23, 2008

Partner Direct line Email Our reference

Derek Pocock 07 3233 8628 dpocock@mccullough.com.au DJP:150640-00017

24 April 20088

Urgent

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The Manager Company Announcements Platform ASX Limited

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Dear Sir/Madam

Cullen Resources Limited - Notice of change of interests of substantial holder

We act for First Reserve Fund X, LP and Its subsidiaries (FRC Group).

We attach an ASIC Form 604 (Notice of change of interests of substantial holder) issued by FRC Group in relation to the ordinary shares of Cullen Resources Limited.

Yours faithfully

Derek Pocock Partner

Company Secretary Cullen Resources Limited 02 9437 4599

attachment 1676956v1/S1

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2.apr-2008 19:39

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604 GUIDE 6509 1/1 13 March 2000

	Form 604 Corporations Act 2001 Section 671B
	Notice of change of interests of substantial holder
To Company Name/Schame	Cuilen Resources Limited
AGNJARAN	008 045 790
1. Details of substantial holder (1)
Name	First Reserve Fund X, LP and its subsidiaries (FRPX), FRO AMCI intermediate B.V. ('FRO AMCI') and FRO Australian Holdings B.V. ('FRC Australian') (collectively PRC Group')
ACN/ARSN (If applicable)
There was a change in the interests of the substantial holder on	21/04/2008
The previous notice was given to the company on The previous notice was deted	22/04/2009 22/04/2008
2. Previous and present voting power

The total number of votes attaches to all the voting shares in the company or voting interests in the schame 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 nation		Present houce
Class of scourities (4)	Person's votes	Voting power (6)	Person's votes	Voting power (6)
Ordinary Shares (fully paid)	55.016.068	19,92%	61.091.132 $\cdots$	111.12%

3. Changes in relevant interests

à

Particulars of each change in. or change in the nature of, a relevant interest of the aubstantial holder or an associate in voting securities of the company or schame, since the substantial holder was less required to give a subclantial holding notice to the company or echame are as follows:

Date of change	Person whose rolevant interesi changed	Nature of ohange (8)	Consideration olven in minima to change (7)	Class and number of ecurities allected.	Parson's votes uffected
21/04/2008	FRC Group	iOn market 1Acquisition	1463583.19	3,337,532 Ordinary Isharos	3.937.632
121/04/2008	JAMCI Investments Pty (On market Ļω	Mooulatio n	8463583.19	3.337.532 Ordinary IShares	3.337 532

4. Present relevant interests

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

Holder of rolovani Internat	Registereti holder of eacurities	Person antitled to be registered as holder (B)	Nature of mavant interem (6)	Class and number of scourities	Person's votes
FRFX.	Rublcon Nominees Pty FRC AMCI and FRC Lid	Australian	Under soction 609(3) of the IComonations Act, each antly has a relevant interest 30,846,566 Ordinary 30,846,566 in the ordinary shares that FRC AMCI and FRC Australian have a relevant linterest in	Sheres
IFRC AMCI	(Aubicon Nominees Pty FRC AMM:I and PRC w	Australian	Beneficial owner of agourides purchased on marical and undar soction lecs(6) of the Corporations Aat, FRC AMCI has a ralavant knorest in tre lordinary phares that FRC Australian has a relevant nı taoralınl	30.646.666 Ordinery 30.845,555 Sharcs
IFRC Australian	IFRC Australian	IFRC Australian	Senaficial owner of socurities purchased on market	b.374.728 Ordinary lonares.	0.374.720

23-APR-2008 19:40

P.02

6. Changes in secondition

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

Name appiicable)	end	ACN/ARGN	œ	Nature of esseciation
Nol Applicable

6. Addmesse

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

Name	Address
AMCI Investmonts Pty Ltd	Loval 5, Rivanide Centre, 123 Eaple Street, Brisbane, Queensland, 4000
FRC AMCI Intermediate BV	Fred Rocakestreet 193, 1076 EE in Anmierdam, Netherlanda
FRC Australian Holdings BV	Fred Rocckestraat 123, 1076 EE in Amsterdam, Notherlands
ifirst Rasarve Fund X, LP	One Lafayette Place, Greenwich, CT 08830 United States of America
Rublcon Nominees Pty Ltd.	Lovel 21, 123 Eagle Street, Brisbane, Queensland, 4000

Bionature

sion here

Attorney capacity print name Micha 2310412008 data

ринстока

• if there are a number of subalantial holders with similar or nyeled misyant inherests (eg. a corporation and its related corporations, or the manager and
  thatce of an equity trust), the names could be included in an annexu $(1)$ 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 auctions 505 and 671B(7) of the Corporations Act 2001. $(3)$
• The voting 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. $(6)$
• ingude details of: $⁽⁶⁾$
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. It subsection 6718(4) applies, a copy
  of any document setting out the terms of any relevant egreement, and a sustemen $(a)$
• any quelification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voling powers or disposal of the
  securities to which the relavant interest relates (intimating clearly the (b)

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

• Details of the consideration must include any and all benefins, money and other, that any person from whom a relevant interast was soquired has, or may
  become entitled to receive in relation to that acquisition. Details mi $\sigma$
• If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest sriess because of an option) write "unknown". $\bf (b)$
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$