RAREX LIMITED — Major Shareholding Notification 2011

Jun 15, 2011

BAKER & MVKENZIE

Facsimile Transmission

Baker & McKenzle

Level 27 AMP Centre 50 Bridge Street Sydney, NSW 2000, Australia ABN 32 266 778 912

Postal Address: ISW 1223.

200 595 ń.

Date	16 June 2011	Fax	P.O. Box R126 Royal Exchange N Australia
To	Australian Securities Exchange Company Announcements Office	1300 135 638	Tel: +61 2 9225 02 Fax: +61 2 9225 1 DX: 218 SYDNEY www.bakernet.con
From	Bill Fuggle
Ref #	1394319-v1
Pages (w/cover)	3
Re	ASIC Form 603 - Notice of initial substantial holder

We enclose ASIC Form 603 (Notice of initial substantial holder) in respect of Evolution Master Fund Ltd. SPC, Segregated Portfolio M and Evolution Capital Management LLC's holding of shares in Clancy Exploration Limited (ASX Code: CLY).

Baker & McKenzie

Bill Fuggle Partner +61 2 8922 5100 bill.fuggle@bakermckenzie.com

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Form 603

Corporations Act 2001 Section 671B Notice of initial substantial holder

To Company Name/Scheme	Clancy Exploration Limited (CLY)
ACN/ARSN	105 578 756
Details of substantial holder (1) 1.
Name.	Evolution Master Fund Limited SPC, Segregated Portfolio M and Evolution Capital Management LLC
ACN (if applicable)	Not applicable

The holder became a substantial holder on 15 June 2011

$\mathbf{z}$ Details of 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 on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	---------- Persons $votes(5)$	Voting power (6) $\cdots$
Ordinary	12,807,951	12,807,951 -------	7.7969% _

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
Evolution Master Fund Limited SPC, Segregated Portfolio M	BNP Paribas Prime Brokerage Inc holds the securities on behalf of Evolution Master Fund Limited SPC, Segregated Portfolio M.	Ordinary Shares 12,807,951
Evolution Capital Management LLC	Investment Manager with power to dispose of securities held by Evolution Master Fund Limited SPC, Segregated Portfolio м.	Ordinary Shares 12,807.951

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of sccurities	Person entitled to be registered as holder (8)	Class and number of securities
Evolution Master Fund Limited SPC, Segregated Portfolio M	BNP Paribas Prime Brokerage Inc.	Evolution Master Fund Limited SPC, Segregated Portfolio M	Ordinary Shares 12,807,951
and Evolution Capital Management LLC

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the 4 months prior to the day that

the substantial holder became a substantial holder is as follows:

Holder of relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-cash
Evolution Master Fund Limited SPC, Segregated Portfolio M and Evolution Capital	13 May 2011	A\$5,058.64		Ordinary Shares 72,223
Management LLC
Evolution Master Fund Limited SPC, Segregated Portfolio M	15 June 2011	A\$640,000.00		Ordinary Shares 8.000.000
and
Evolution Capital Management LLC

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable) Nature of association	$-1$
Not applicable	Not applicable $\sim$ $\sim$ $\sim$ -------- ___

7, Addresses

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

Name	Address
Clancy Exploration Limited (CLY)	3 Corporation Place, Orange, NSW 2800
Evolution Master Fund Limited SPC, Segregated Portfolio M	C/O Evolution Captial Management LLC 2425 Olympic Boulevard, Suite 120E, Santa Monica, CA, United States 90404
Evolution Capital Management LLC	2425 Olympic Boulevard, Suite 120E, Santa Monica, CA, United States 90404

Signature

sign here

print name Adrian Brindle

capacity Director date $06/15/201$