GRANGE RESOURCES LIMITED. — AGM Information 2004

Oct 28, 2004

FRANGE RESOURCES LIMITED A.C.N. 009 132 405

STOCK EXCHANGE ANNOUNCEMENT

LISTING RULE 4.7 - ANNUAL REPORT

NOTICE OF ANNUAL GENERAL MEETING

29 October 2004

Grange Resources Limited is pleased to advise the following documents have been dispatched to shareholders today:

• The Company's Annual Report for the year ended 30 June 2004; and
• Notice of its Annual General Meeting to be held at the Conference Centre, Level 14, Forrest Centre, 221 St George's Terrace, Perth, on Tuesday, 30 November 2003 at 10.00 am (WST).

The Annual Report comprises those documents already lodged with Australian Stock Exchange Limited ("ASX") on 30 September 2004 and is therefore not attached to this announcement.

The Notice of Annual General Meeting, accompanying Explanatory Memorandum and Proxy Form are attached.

For more information visit the Grange website at www.grangeresources.com.au, or alternatively contact Alec Pismiris on (08) 9321 1118.

ALEC PISMIRIS Company Secretary

GRANGE RESOURCES LIMITED

ABN 80 009 132 405

NOTICE OF ANNUAL GENERAL MEETING

and

EXPLANATORY MEMORANDUM

and

PROXY FORM

Date of Meeting:	30 November 2004
Time of Meeting:	10.00am (WST)
Place of Meeting:	Conference Centre
	The Forrest Centre
	Level 14, 221 St George's Terrace Perth, Western Australia

This Notice of Annual General Meeting and Explanatory Memorandum should be read in their entirety. If shareholders are in doubt as to how they should vote, they should seek advice from their accountant, solicitor or other professional adviser prior to voting.

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GRANGE RESOURCES LIMITED ABN 80 009 132 405

NOTICE OF ANNUAL GENERAL MEETING

Notice is hereby given that the Annual General Meeting of Grange Resources Limited ABN 80 009 132 405 ("Company") will be held at Level 14. The Forrest Centre, 221 St George's Terrace, Perth, Western Australia at 10.00am (WST) on Tuesday, 30 November 2004 for the purposes of transacting the following business.

The Explanatory Memorandum that accompanies and forms part of this Notice of Annual General Meeting describes the various matters to be considered

Terms used in this Notice of Annual General Meeting will, unless the context otherwise requires, have the same meaning given to them in the Glossary of Terms as contained in the Explanatory Memorandum.

AGENDA

1. ANNUAL FINANCIAL REPORTS AND ACCOUNTS FOR THE YEAR ENDED 30 JUNE 2004

To receive and consider the annual financial report of the Company for the financial year ended 30 June 2004 comprising the financial statements together with the Directors' Declaration and Report in relation to that financial year and the Auditor's Report on those financial statements.

2. RESOLUTION 1 - RE-ELECTION OF A DIRECTOR. MR ANTHONY BOHNENN

To consider and if thought fit pass, with or without amendment the following resolution as an ordinary resolution:

"That Mr Anthony Bohnenn, who retires in accordance with article 10.3 of the Company's Constitution and, being eligible, offers himself for re-election, be re-elected as a Director."

3. RESOLUTION 2 - RE-ELECTION OF A DIRECTOR. MR GEOFFEY WEDLOCK

To consider and if thought fit pass, with or without amendment the following resolution as an ordinary resolution:

"That Mr Geoffrey Wedlock, who retires in accordance with article 10.10 of the Company's Constitution and, being eligible, offers himself for re-election, be re-elected as a Director."

DATED 25TH DAY OF OCTOBER 2004 BY ORDER OF THE BOARD

ALEC PISMIRIS COMPANY SECRETARY

GRANGE RESOURCES LIMITED ABN 80 009 132 405

EXPLANATORY MEMORANDUM

This Explanatory Memorandum has been prepared for the information of Shareholders of Grange Resources Limited ("Company") in connection with the business to be conducted at the Annual General Meeting of Shareholders to be held at Level 14. The Forrest Centre, 221 St George's Terrace, Perth, Western Australia at 10.00am (WST) on Tuesday, 30 November 2004. This Explanatory Memorandum should be read in conjunction with the accompanying Notice of Annual General Meeting.

1. ANNUAL FINANCIAL REPORTS AND ACCOUNTS FOR THE YEAR ENDED 30 JUNE 2004

The first item of the Notice is to receive and consider the annual financial report and accounts of the Company for the year ended 30 June 2004 comprising the financial statements together with the Directors' Declaration and Report in relation to that financial year and the Auditor's Report. No resolution is required in respect of this agenda item. However, it provides shareholders with the opportunity to ask questions of the Company's management and auditors in relation to the Company's results and operations for the financial year.

2. RESOLUTION 1 - RE-ELECTION OF A DIRECTOR, MR ANTHONY BOHNENN

Mr Bohnenn is required to resign under the Director rotation provisions of article 10.3 of the Company's Constitution. Mr Bohnenn, being eligible, offers himself for re-election as a Director. The remaining Directors recommend to Shareholders that Mr Bohnenn be re-elected as a Director.

Mr Bohnenn has more than 25 years experience in the investment banking and financial services industries, with an emphasis in research and funds management. Mr Bohnenn is based in the Netherlands and his main focus has been identifying investment opportunities in Australia. China and Asia.

3. RESOLUTION 2 - RE-ELECTION OF A DIRECTOR. MR GEOFFREY WEDLOCK

Mr Wedlock is required to resign under the Casual Vacancy provisions of article 10.10 of the Company's Constitution which stipulate that at the annual general meeting, any Director appointed in the period since the previous annual general meeting shall retire from office. Mr Wedlock, being eligible, offers himself for re-election as a Director. The remaining Directors recommend to Shareholders that Mr Wedlock be re-elected as a Director.

Mr Wedlock has extensive experience in the resources sector with his previous roles including executive positions with BHP Biliton Limited, Portman Mining Limited and Western Metals Limited. Mr Wedlock has more than 35 years of experience in minerals exploration and project management.

GLOSSARY OF TERMS

The following terms and abbreviations used in the Notice of Meeting and this Explanatory Memorandum have the following meanings:

"Annual General Meeting"	means the annual general meeting of Shareholders of the Company or any adjournment thereof, convened by the Notice.
"Business Day"	means a day, other than a Saturday or Sunday on which banks are generally open for business in Perth, Western Australia.
"Corporations Act"	means the Corporations Act 2001 (Cth).
"Constitution"	means the constitution of the Company from time to time.
"Directors"	means the directors of the Company from time to time.
"Explanatory Memorandum"	means this explanatory memorandum.
"Grange Resources" or "Company"	means Grange Resources Limited ABN 80 009 132 405.
"Notice" or "Notice of Annual General Meeting"	notice οf which the annual general meeting means accompanies this Explanatory Memorandum.
"Resolution"	means a resolution referred to in this Notice of Meeting.
"Share"	means a fully paid ordinary share in the capital of the Company.
"Shareholder"	means a holder of shares in the Company.
"WST"	means western standard time.

PROXY INSTRUCTIONS

Shareholders are entitled to appoint up to two individuals to act as proxies to attend and vote on their behalf. Where more than one proxy is appointed each proxy may be appointed to represent a specific proportion of the shareholder's voting rights. If the appointment does not specify the proportion or number of votes each proxy may exercise, each proxy may exercise half of the votes.

The proxy form (and the power of attorney or other authority, if any, under which the proxy form is signed) or a copy or facsimile which appears on its face to be an authentic copy of the proxy form (and the power of attorney or other authority) must be deposited at or sent by facsimile transmission to the registered office of Grange Resources Limited at Level 13, The Forrest Centre, 221 St Georges Terrace, Perth Western Australia 6000, facsimile number (+618) 9321 1523, not less than 48 hours before the time for holding the Meeting, or adjourned meeting as the case may be, at which the individual named in the proxy form proposes to vote.

The proxy form must be signed by the shareholder or his/her attorney duly authorised in writing or, if the shareholder is a corporation, in a manner permitted by the Corporations Act. The proxy may, but need not, be a shareholder of the Company.

In the case of shares jointly held by two or more persons, all joint holders must sign the proxy form.

A proxy form is attached to this Notice.

VOTING ENTITLEMENT

For the purposes of determining voting entitlements at the Annual General Meeting. Shares will be taken to be held by the persons who are registered as holding the Shares at 10,00am (WST) on 28 November 2004. Accordingly, transactions registered after that time will be disregarded in determining entitlements to attend and vote at the Meeting.

GRANGE RESOURCES LIMITED ARN 80 009 132 405

PROXY FORM

The Secretary Grange Resources Limited Level 13, The Forrest Centre 221 St George's Terrace PERTH WA 6000
Fax Number: (+618) 9321 1523
I/We
of
being a shareholder/(s) of Grange Resources Limited ("Company") and entitled to ________	shares
in the Company hereby appoint
of
or failing him/her
٥f

or failing him/her the Chairman as my/our proxy to vote for me/us and on my/our behalf at the Annual General Meeting of the Company to be held at Level 14, The Forrest Centre, 221 St George's Terrace, Perth, Western Australia at 10.00am (WST) on 30 November 2004, and at any adjournment thereof in respect of with the state of my/our shares or, failing any number being specified. ALL of my/our shares in the Company.

If two proxies are appointed, the proportion of voting rights this proxy is authorised to exercise is I $1\%$ . $(An)$ additional proxy form will be supplied by the Company on request.)

If you wish to indicate how your proxy is to vote, please tick the appropriate places below. If no indication is given on a Resolution, the proxy may abstain or vote at his or her discretion.

I/we direct my/our proxy to vote as indicated below:

RESOLUTION	FOR	AGAINST	ABSTAIN
1. Re-election of a Director, Mr Anthony Bohnenn
2. Re-election of a Director, Mr Geoffrey Wedlock

Proxies given by a natural person must be signed by each appointing shareholder or the shareholder's attorney duly authorised in writing. Proxies given by companies must be executed in accordance with section 127 of the Corporations Act or signed by the appointor's attorney duly authorised in writing. The Chairman intends to vote all undirected proxies in favour of each Resolution.

If you do not wish to direct your proxy how to vote, please place a mark in the box. $\Box$

By marking this box, you acknowledge that the Chairman may exercise your proxy even if he has an interest in the outcome of the Resolution and votes cast by him other than as proxy holder will be disregarded because of that interest.

As witness my/our hand/s this day of

If a natural person:

SIGNED by:

Signature	Signature (if joint holder)
If a company:
Executed in accordance with section 127 of the
Corporations Act
Signature of Director	Signature of Director / Secretary
If by Power of Attorney:
SIGNED for and on behalf of
bγ
under a Power of Attorney dated
and who declares that he/she has not
received any revocation of such Power of Attorney
in the presence of :
Signature of Attorney	Signature of Witness

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