Change in Significant Shareholding

AIM Release

12 November 2014

                      CHANGE IN SIGNIFICANT SHAREHOLDING                       

Base Resources Limited (ASX & AIM: BSE) ("Base") wishes to advise that
significant shareholder Acorn Capital Limited (and its associated companies)
today lodged a notice that its shareholding in Base had changed to 7.64%
(43,058,919 Shares) on 11 November 2014.

The total holding is an aggregate of interests held by a number of related
parties and registered with a number of holders. Full details can be found on
the notice which was lodged on the ASX today and which can be found at 
www.asx.com.au or the Company's website at 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
Malcolm 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