PEEL MINING LIMITED — Major Shareholding Notification 2009

Mar 15, 2009

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	Peel Exploration Limited
ACN/ARSN	119 261 131
1. Detaile of substantial holder (1)
Name	Laurence James Kiernan
ACN/ARSN (if applicable)

There was a change in the interests of the substantial holder on	12/03/2009
The previous notice was given to the company on	21/05/2007
The previous notice was dated	21/05/2007

1. 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 r company or scheme, are as follows:

Class of securities (4)	Previous notice			Present notice
	Parson's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary Shares	6,000,000	19.98	6,900,000	22.316

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	Class and number of securities affected	Person's votes affected
12/03/2009	Crawley Investments Pty Ltd	Placement	\$135,000	900,000 Ordinary Sharas	PER SERVICE 2.91%

4. Present relevant interests

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

Holger of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant $r$ rteres $d(6)$	Class and number of securities	Person's votes
Laurence James Kiernan	Laurence James. Kiernan	Laurance James Kiernan	Registared Eolder	3,000,000 Ordinary Shares	9.704
Crawley Investments Pty Ltd	Crawley Investments Fty Ltd	Crawley Invastmants Pty Ltd	Taken under section 60B(3)(b) of the	3,900,000 Ordinary Shares	12.61%

0893854303

$p.3$

604 Page 2 of 3 15 July 2001

Corporations Act to have a relevant interest by virtue of having control of Crawley Investments Pty Ltd

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 schema are as follows:

Name and ACN/ARSN (if applicable)	Natura of association
Crawley Investments Pty Ltd	Taken under section 608(3)(b) of the Corporations Act to have a relevant interest by virtue of having control of Crawley Investments Pty Ltd

6. Addresses

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

Name:	Address
Laurance James Kiernan	PO Box 870, West Parth, WA, 6872
Crawley Investments Fty Ltd	PO Box 870, West Perth, WA, 6872

Signature

print name	Laurence James Kiernan	capacity Individual
sign here		. 16 / 03 / 09 date
	$\overline{\phantom{a}}$	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 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 mombers is cleany set out in paragraph 8 of the form.
• (2) See the definition of "associate" in section 9 of the Corporations Act 2001.
• (3) See the definition of "mievant 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.
• 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) $(a)$ applies, a copy of any document setting out the tarms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or amangement, must accompany this form, together with a written statement certifying this contract, acheme 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 $(b)$ disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

$p.4$

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

• (7) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interast was acquired has, or may, become entitled to receive in relation to that acquisition. Detai
• (8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write
• (9) Give defails, if appropriate, of the present association and any change in that association since the last substantial holding notice.