SUNSTONE METALS LTD — Major Shareholding Notification 2009

Jun 15, 2009

ARLANDIA HOTEL

团 002/003

From: Avalon Minerals

To:001548850684001

15/08/2009 12:58

#265 P.002/007

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604 Page 1 of 3 15 July 2001

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To Company Neme/Scheme	Avalon Minerals Ltd
ACN/ARSN	123 184 412
1. Details of substantial holder (1)
Name	David McSweeney
ACN/ARSN (If applicable)
There was a change in the interests of theaubatantial holder onThe previous notice was given to the company onThe previous notice was dated	11/5/20092/2/20023/3/2009

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 oran 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		Présent notice
	Person's voteeVoting power (5)		Person's yotes	Voting power (5)
Ordinary Shares	0,698,206	11.34	12,786,442	14.64

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 scharne, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Data ofchange	Person whoserelevant interestchanged	Nature of change (8)	Consideration givenin relation to change67	Clean and numberof necuritiesaffected	Person's votesaffected
05/02/2009	BrockmanResources$\mathbf{F}/\mathbf{L}$	On marketDurchase	8 cants	50,000OrdinaryBlazes	50,000
16/02/2009	BrookmanResourcesコノム	OD marketPurchase	centa	365,000OrdinaryAbazes	365,000
ButAttachment

4. Present relevant interests

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$\mathscr Y$ Particulars of each relevant interest of 9% substantial holder in volling securities after the change are as follows:

ARLANDIA HOTEL

#285 P.003/007

From: Avalon Minerals

To: 001548860884001

604 Page 2 of 3 15 July 2001

16/06/2009 12:69

Holder of relevantInterest	Registared holderof securities	Person entitled tobe registered as$h$ older $(8)$	Nature of relevantInternet (6)	Class andnumber ofBecurities	Person's volas
DavidМсриммату	DavidMc Sweeney	$\blacksquare$	Diract	6,011,333ordinaryShares	6,013,333
BrockmanResources?/L	BrooknanResources	-	Direct	6,733,110ordinary	6.733.110
л.и.кMdBweaney	A, M, MMcBweagey		Direct	39,999Ordinary	39.999

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, thesubstantial holder in relation to voting interests in the company or echams are as fo

Name and ACN/ARSN (if applicable)	Nature of association
Brockman Resources P/L	Sole Shareholder and Director
A.M.N McBweeney	childran and spouse of David MoSweeney

6. Additional

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

Name	Address
David McBwemmy	c/- Suite 2, 2 Richardson St West Perth WA 6005
Brockman Resources P/LA, M, M McSweeney	BAINS

Slanature

print name	David McBweeney	capacity	Director
algn hare		date	15/06/2009
	DIRECTIONS

• if there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or themanager and trustee of an aquity trust), the names could be included in an ann $(4)$
• (2) See the definition of "associate" in section 9 of the Corporations Act 2001.
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001, $\mathbf{a}$
• 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 aubacction 6718(4) $(a)$ applies, a copy of any document setting out the tame of any relevant agreement, and a statement by the person giving full andecourate details of any contract, scheme or arrangement, must accompany this form, together with contract, acherna or arrangement; and
  • $(b)$ any quelification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or

Form 604

Attachment A

Date of	Person Whose	Nature Of	Consideration	Class and	Persons Votes
Change	Relevant	Change	Given In	Number of	Affected
	Interest		Relation to	Securities
	Changed		Change/Share	Affected
16/03/2009	Brookman	On Market	7 cents	100,000	100,000
	Resources P/L	Purchase		Ordinary
				Shares
11/06/2009	David	Rights Issue	5 cents	1,503,333	1,503,333
	McSweeney	Entitlement
11/06/2009	Brookman	Rights Issue	5 cents	1,557,723	1,557,723
	Resources P/L	Entitlement		Ordinary
				Shares
11/06/2009	A,M.M	Rights Issue	5 cents	9,999	9,999
	McSweeney	Entitlement		Ordinary
				Shares
15/06/2009	Brookman	Underwriting	5 cents	502,181	502,181
	Resources P/L	Rights Issue

$\alpha$

$\bar{\mathcal{A}}$