ILUKA RESOURCES LIMITED — Major Shareholding Notification 2010

May 30, 2010

ORBIS

Form 605

Corporations Act 2001 Section 671B

Notice of ceasing to be a substantial holder

To Company Name/Scheme	Iluka Resources Limited
ACN/ARSN	ABN 34 008 675 018
1. Details of substantial holder (1)
Name	Orbis investment Management (Australia) Pty Ltd (Orbis Australia) and its related bodies corporate as set out in Table 1 of Annexure A (together Orbis Group), as investment manager for the funds or investment mandates listed at Table 2 of Annexure A
ACN/ARSN (if applicable)	112 316 168 (ACN of Orbis Australia)
The holder ceased to be a substantial holder on	27 May 10
The previous notice was given to the company on	3 May 10
The previous notice was dated	3 May 10
2. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) 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 (4)	Consideration given in relation to change (5)	Class (6) and number of securities affected	Person's votes affected
See Annexure A. Table 3			.

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable) ------	Nature of association .
. Table 3 See Annexure A $-111$	$\cdots$
-------
---- .

4. Addresses

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

Name	Address -----
$-$ Orbis Group	2000 NSW Martin Place Chailis . Sydnev n. Orbis House. …evel ∍ - Australia. $-$ $1.171111111111111111111111111111111111$

Signature

orint name		Simon Marais

Director

sign here

Marais

date 31 May 2010

DIRECTIONS

• If there are a number of substantial holders with similar or related relevant Interests (eg a corporation and Its related $(1)$ corporations, or the manager and trustee of an equity trust), the names could be included in an amexure 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 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. $(5)$
• Include details of: $(6)$
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If $(a)$ 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, 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 ω, 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 $(7)$ was acquired has, or may, 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 of 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) $(8)$ write "unknown".
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding $(9)$ notice.

$\overline{a}$

lluka Resources Limited
THIS IS ANNEXURE A OF 2 PAGES REFERRED TO IN THE ABOVE FORM 605

Print name	Simon Marais				Director
Sign here	Marais				Date 31 May 10
	Table 1 - Related bodies corporate Orbis Holdings Limited Orbis World Limited Orbis Investment Management Limited (OIML) Orbis Asset Management Limited (OAML) Orbis Administration Limited Orbis Investment Research Limited Orbis Investment Management (MIS) Limited Triple Blue Holdings Limited Pictet Overseas Trust Corporation and Pictet Trustee Company SA Table 2 - Funds			The following entities are associates of Orbis Australia and each other by virtue of being related bodies corporate. Orbis Mansfield Street Properties Ltd Orbis Investment Management (BVI) Limited (OBIVL) Orbis Investment Advisory Pty Limited Orbis Holdings (Australia) Pty Limited Orbis Investment Management (Australia) Pty Limited Orbis Client Services (Canada) Limited Orbis Holdings (UK) Limited Orbis Investment Management (Europe) LLP
				An entity within the Orbis Group acts as investment manager for some or all of the assets in the following funds.
No	Fund name	Investment Manager	Reference Code	Registered Holder	holder	Persons entitled to be registered
1	Orbis MIS - Orbis/SM Australia Equity Fund	Orbis Australia	SMEF	State Street Australia Limited (SSAL) as nominee of SMEF	SSAL as nominee of SMEF
2	Warakim Endeavour Fund	Orbis Australia	SMWK	ANZ Nominees Ltd as nominee of SMWK	ANZ Nominees Ltd as nominee of SMWK
3.	Orbis MIS - Orbis Global Equity Fund	OIML	GAPL	SSAL as nominee of GAPL	SSAL as nominee of GAPL
4	Orbis Global Equity Fund Limited	OIML	OGEF	Citigroup PTY Ltd as nominee of OGEF	Citigroup PTY Ltd as nominee of OGEF
5	Orbis Optimal SA Fund Limited	OIML	OSAP	Citigroup PTY Ltd as nominee of OSAP	Citigroup PTY Ltd as nominee of OSAP
6	Orbis SICAV-Global Equity Fund	OIML	SGPL	Citigroup PTY Ltd as nominee of SGPL	Citigroup PTY Ltd as nominee of SGPL
7	Orbis Optimal Global Fund LP	OAML	OOLP	Citigroup PTY Ltd as nominee of OOLP	Citigroup PTY Ltd as nominee of OOLP
8	GA Fund -L Equity Deep Value World TP	OIML	FWEF	ANZ Nominees Ltd as nominee of FWEF	FWEF	ANZ Nominees Ltd as nominee of
9	Orbis Asia ex-Japan Fund	OBVIL	XJPL	Citigroup PTY Ltd as nominee of XJFL	Citigroup PTY Ltd as nominee of XJPL
10 10	Intech Australian Shares High Alpha Trust	Orbis Australia	SMIA	JP Morgan Nominees Australia Ltd as nominee of SMIA	as nominee of SMIA	JP Morgan Nominees Australia Ltd
11	Construction and Building Unions Superannuation Fund	Orbis Australia	SMCB	National Nominees (NAB Custodian Services) as nominee for SMCB	National Nominees Ltd (NAB Custodian Services) as nominee for SMCB
12	HESTA Superannuation Fund	Orbis Australia	SMHT	JP Morgan Nominees Australia Ltd as nominee of SMHT	as nominee of SMHT	JP Morgan Nominees Australia Ltd
13	Hostplus Superannuation Fund	Orbis Australia	SMHP	JP Morgan as nominee of SMAU	as nominee of SMAU	JP Morgan Nominees Australia Ltd
14	Russell Australian Opportunities Fund	Orbis Australia	SMRI	SSAL as nominee of SMRI	SSAL as nominee of SMRI	Citigroup PTY Ltd as nominee of
15	Orbis International Equity LP	OAML	IELP	Citigroup PTY Ltd as nominee of IELP	IELP NAB Custodian Services
16	Catholic Superannuation Fund	Orbis Australia	SMCS	NAB Custodian Services
17	Orbis US Equity Fund LP	OAML	USLP	Citigroup Pty Ltd as nominee of 1ELP	Citigroup Pty Ltd as nominee of IELP
13	Qantas Superannuation Plan	Orbis Australia	SMQS	NAB Custodian Services	NAB Custodian Services

$\bar{z}$

Trade date	Reference code	Action No of security		Consideration
24 to 27 May 10	SMCB	Sell	254,482	-5	1,159,979
3 to 27 May 10	SMCS	Buy and sell	196,300	-\$	888.654
3 to 27 May 10	SMEF	Buy and sell	821,063	-\$	3,733,079
18 to 27 May 10	SMHP	Sell	277,456 $\overline{\phantom{a}}$	-\$	1,259,304
3 to 27 May 10	SMHT	Buy and self	239,490	-\$	1,105,429
24 to 27 May 10	SMIA	Sell	103,262	-\$	467.354
3 to 27 May 10	SMR1	Buy and sell	64,127	- 5	295,808
3 to 27 May 10	SMQS	Buy and sell	281,484	\$	1,226,611
			1,674,696	-\$	7,682,996

$\mathcal{A}$

Table 3 - Change in relevant interest - all trades on market