CULLEN RESOURCES LIMITED — Major Shareholding Notification 2008

Mar 16, 2008

Partner Direct line Emall Our reference Jim Peterson 07 3233 8559 jpeterson@mccullough.com.au JKP:AKD:050640-00017

17 March 2008

Urgent

Fax transmission

The Manager Company Announcements Platform ASX Limited

Fax 1900 999 279

Dear Sir/Madam

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

We act for AMCI Investments Pty Ltd (AMCI) and FRC AMCI Intermediate BV (FRC).

We attach:

• an ASIC Form 604 (Notice of change of interests of substantial holder) issued by AMCI In relation $(a)$ to the ordinary shares of Cullen Resources Limited; and
• an ASIC Form 604 (Notice of change of interests of substantial holder) issued by FRC in relation to $(b)$ the ordinary shares of Cullen Resources Limited.

Yours faithfully

Jim Peterson Partner

Copy

Company Secretary Cullen Resources Limited 02 9437 4599

attachment 1649416v1/S1

This communication (including attachments) is only intended for its addressee/s and may contain privileged or confidential information. Unauthorised use, copying or distribution of any part of this document is prohibited. If you are NOT an intended recipient please notify us immediately and destroy the communication.

Level 11 Central Plaza Two 66 Eagle Street Brisbane QLD 4000 GPO Box 1855 Brisbane OLD 4001 Australia Telephone 07 3233 8888 Pax 07 3229 9949 Ausdoc DX 158 Brisbane Email info@mccullough.com.au Web www.mccullough.com.au ABN 42 721 345 951

Partners
Brett Heading Tim Whitney
Peter McKnoulty
Michael Wynter Guy Humble James Peterson Rodney Bell
Jan Hazzard

Stephen Jones Peter Stewart Brad McCosker Tony Cotter
Damien Clarke Ann Fitzpatrick
Dominic McGann Bill Montssey Scott Wedgwood Stuart Macnaughton

Brad Ruvell Sean Robertson Malcolm McBratney Mark West Matthew durgess Tony Stumm Timothy Longwill
Diana Loi risch Mark Fov

Trudy Navior Russell Thirgood

Darek Pocock Reace Walker Kristan Butler Darren White Kristen Grover David Marschke

Special Counsel Prof Jeff Mann AM Peter Gill Sophie Ward
Kim Trater Tracey Moore Neal Dallas Heather Watson John Reghenzani

Consultants

Kerry Prior AM Prof Paul von Nessen
Prof Paul von Nessen
Prof Myles McGragor-Lowndes OAM Donald Palmer Jay Deeb
Julie Withey Dr Amanda McBratney

$\sim 2$

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004 GUIDE

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	AMCI investments Pty Ltd
ACN/ARSN (if applicable)	112 315 661
There was a change in the interests of the
substantial holder on	17/03/2008
The previous notice was given to the company on	25/01/2008

2. Previous and present voting power

The previous notice was dated

The total number of votes attached to all the voling 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:

25/01/2008

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary Shares (fully paid)	40.235.274	7.25%	48.941.677	8.82%
			.

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 lest 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 affacted
07/03/2008	FRC AMCI Intermediate BV	On market Acquisition	\$85,852.55	717,231 Ordinary Shares	717.231
107/03/2008	AMCI Investments Pty Ltd	On market Acquisition	\$85,852.55	717.231 Ordinary Shares	717.231
10/03/2008	FRC AMCI Intermediate BV	On market Acquisition	\$83,797.63	728,675 Ordinary Shares	728,675
10/03/2008	AMCI Investments Ply Lıd	lOn market Acquisition	\$83.797.62	728,675 Ordinary Shares	728.875
11/03/2008	FRC AMCI Intermediate BV	On market Acquisition	\$56,245.31	511,321 Ordinary Shares	511.321
11/03/2008	AMCI Investments Pty On market Ltd	Acquisition	\$56.245.42	511 322 Ordinary Shares	511.322
12/03/2008	FRC AMCI intermediate BV	lOn market Acquisition	\$13.546.50	123.150 Ordinary Shares	123,150
12/03/2008	AMCI investments Ptv Lid	lOn market Acquisition	\$13,546.50	123.150 Ordinary Shares	123.150
13/03/2008	FRC AMCI Intermediate BV	On market Acquisition	\$41,280	400.000 Ordinary Shares	400.000
13/03/2008	AMCI Investments Pty Lld	On market Acquisition	\$41,280	400,000 Ordinary Shares	400.000
14/03/2008	IFRC AMCI Intermediate BV	On market Acquisition	\$125,965.07	1,200,811 Ordinary Shares	1,200,811
14/03/2008	AMCI Investments Pty Lid	lOn market Acquisition	\$125,964.97	1,200,810 Ordinary Shares	1,200,810
17/03/2008	FRC AMCI Intermediate BV	On market Acquisition	\$73,316.73	872,014 Ordinary lSheres	672.014
17/03/2008	AMCI Investments Pty On market Ltd	Acquialtion	573,316.62	672,013 Ordinary Shares	672.013

4. Present relevent interests

÷.

Particulars of each relevent interest of the substantial holder in voting securities after the change are as follows;

Holder of relevant Interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant Interest (6)	Class and number of securities	Person's votes
AMCI Investments Pty Ltd Lld	Nominees	Pty AMCI Investments Ptv Ltd	Beneficial owner of securities purchased on market	24,470,838 Ordinary 24,470,838 Shares

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

Name and epplicable)	ACN/ARSN (If	Nature of association --
Not Applicable –
			---

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
FRC AMCI Intermediate BV	Fred Roeskestraat 123, 1076 EE in Amsterdam, Netherlands
UBS Nominaes Pty Ltd	IGPO Box 1257L, Melbourne, Victoria, 3001

Signature

print name	Mark Tzannes	capacity	Director
sign here	ar h	date	17 / 5 / 08

DIRECTIONS

• $(1)$ 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 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.
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
• $(5)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• $(\theta)$ Include details of:

$\phi = \phi_{\rm max}$

• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy
  of any document setting out the terme of any relevant agreement, and a stateme $(a)$
• $(b)$ 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 Becurities 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,
  become entitled to receive in relation to that acquisition. Details m $(7)$ 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". $(3)$
• $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

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i.

604 GUIDE page 1/1 13 March 2000

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 ACN/ARSN (If applicable)	FRC AMCI Intermediate BV
There was a change in the interests of the substantial holder on The previous notice was given to the company on The previous notice was dated	17/03/2008 07/01/2008 07/01/2008

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:

Class of securities (4)	Previous notice		Present notice
Person's votes		Voting power (5)	Person's votes	Voting power (5)
Ordinary Shares (fully paid)	40.235.274	7.25%	48.941.677	8.82%
---				____

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 (8)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
07/03/2008	FRC AMCI Intermediate BV	On market Acquisitio n	886.852.55	717.231 Ordinary Shares	717.231
107/03/2008	AMCI Investments Pty Ltd	lOn market Acquisition	\$85,852,55	717,231 Ordinary Shares	717.231
10/03/2008	FRC AMCI Intermediate BV	On market Acquisition	563.707.63	728,675 Ordinary Shares	729.675
10/03/2008	AMCI Investments Pty On market Ltd	Acquisition	583.797.82	726,675 Ordinary Shares	728.675
11/03/2008	FRC AMCI Intermediate BV	On market Acquisition	\$56,245.31	511.321 Ordinary Shares	511.321
11/03/2008	AMCI Investments Pty Lld	lOn market Acquisition	550.245.42	511,322 Ordinary Shares	511.322
12/03/2005	FRC AMCI Intermediate BV	lOn market Acquisition	\$13,546.50	123.150 Ordinary Shares	123,150
12/03/2008	AMCI investments Pty On market Ltd	Acquisition	\$13.546.50	123 150 Ordinary Shares	123,150
13/03/2008	IFRC AMCI Intermediate BV	lOn market Acquisition	IS41.280	400.000 Ordinary iSheres	400,000
13/03/2008	AMCI Investments Pty Ltd	lOn market Acquisition	\$41.280	400.000 Ordinary Shares	400.000
14/03/2008	FRC AMCI Intermediate B∨	On markel Acquisition	\$125.985.07	1,200.811 Ordinary Shares	1,200,811
14/03/2008	AMCI Investments Pty ∟td	lOn markel Acquisition	5125.964.97	1,200,810 Ordinary Shares	1,200,810
17/03/2008	FRC AMCI Intermediate BV	On market Acquisition	\$73.316.73	672.014 Ordinary Shares	672,014
17/03/2008	AMCI Investments Pty Ltd	lOn market Acquisition	\$73,316.62	672,013 Ordinary Shares	672,013

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 securities	Person entitled to be registered as holder (8)	Nature of relevant Interest (6)	Class and number of securities	Person's votes
IFRC AMCI Intermediate BV Ltd	Rubicon Nominees PtylFRC AMCT	lintermediale BV	Beneficial owner of securities purchased on lmarkel	24,870,839 Ordinary 24,470,839 lShares

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

Name ACN/ARSN and applicable) . .	(If	Nature of association	- - --
Not Applicable
		__

6. Addresses

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

Name	Address
AMCI Investments Pty Ltd	Level 8, Riverside Cantre, 123 Eagle Street, Brisbane, Queensland, 4000
IFRC AMCI Intermediate BV	Fred Roeskestraal 123, 1076 EE in Amslerdam, Netherlands
Rubicon Nominees Pty Ltd	(Level 21, 123 Eagle Street, Brisbane, Queensland, 4000

Signature

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
  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.
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• $(3)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
• $(5)$ The person's votes divided by the total votes in the body corporate or acheme multiplied by 100.

• $(6)$ include details of:

• $(a)$ any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy 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, of any document setting out the terms of any relevant agreement, and a statem

• 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 $(b)$

See the definition of "relevant agreement" in section 9 of the Comprations 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,
  become entitled to receive in relation to that acquisition. Details m $(7)$ 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". $(\theta)$
• $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.