Change of Interests of Significant Shareholders

ASX, AIM and Media Release

11 December 2013

                       NOTICE OF CHANGE OF INTERESTS OF                        

                           SIGNIFICANT SHAREHOLDERS                            

Base Resources Limited (ASX & AIM: BSE) ("Base") wishes to advise that it has
received notification from significant shareholders, Westpac Banking
Corporation and its associated companies including BT Investment Management
Limited, advising that they together currently hold interests in 33,617,796
ordinary shares in Base representing 5.98% of the Company's issued share
capital, following the net disposal of 5,979,655 ordinary shares between April
and December 2013.

The total holding above is an aggregate of interests held by Westpac Banking
Corporation and its associated companies including BT Investment Management
Limited as detailed in the full version of notice lodged on the ASX today, a
copy of which is available at the Company's website: www.baseresources.com.au.

ENDS

For further enquiries contact:

Base Resources Limited

Winton Willesee

Company Secretary

Email: [e-mail]

Phone: [phone]

RFC Ambrian Limited (Nominated Adviser and Broker)

As Nominated Adviser As Broker

Andrew Thomson or Trinity McIntyre Jonathan Williams

Phone: [phone] Phone: [phone]

Corporate Details:

Board of Directors:

Andrew King Non-Executive Chairman

Tim Carstens Managing Director 

Colin Bwye Executive Director

Sam Willis Non-Executive Director

Michael Anderson Non-Executive Director

Trevor Schultz Non-Executive Director

Michael Macpherson Non-Executive Director

Winton Willesee Company Secretary

Principal & Registered Office: Contacts:

Level 1 Email: [e-mail]

50 Kings Park Road Phone: [phone]

West Perth Fax: [phone]

WA 6005