Merger of Perilya and CBH ResourcesConvertible Noteholder Roadshow

May 2008

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Important noticeThe purpose of this material is to provide general information about the proposed transaction between Perilya Limited (“Perilya”) and CBH Resources Limited (“CBH”). This material is not and does not constitute an offer, invitation or recommendation to subscribe for, or purchase any securities. Neither this material nor anything contained in it shall form the basis of any contract or commitment.

Reliance should not be placed on the information or opinions contained in this material. This material does not take into consideration the investment objectives, financial situation or particular needs of any particular investor. Any decision to purchase or subscribe for securities should only be made after undertaking an independent assessment and determination as to the information to be contained in the Scheme Booklet to be subsequently issued and after seeking appropriate financial advice.

No representation or warranty, express or implied, is made as to the fairness, accuracy, completeness or correctness of the information, opinions and conclusions contained in this material. To the maximum extent permitted by law, Perilya, CBH and their affiliates and related bodies corporate, and their respective officers, directors, employees, agents and advisers disclaim any liability (including, without limitation any liability arising from fault or negligence) for any loss or damage arising from any use of this material or its contents, including any error or omission therefrom, or otherwise arising in connection with it.

Any forecasts and other forward-looking statements set out in this material are based on a number of estimates, assumptions and pro forma adjustments that are subject to business, economic and competitive uncertainties and contingencies, with respect to future business decisions, which are subject to change and in many cases outside the control of Perilya and CBH.

Any forecasts contained in this material may vary from actual financial results, and these variations may be material and, accordingly, neither Company nor their Directors can give any assurance that the forecast performance in any forecasts or any forward-looking statement contained in this material will be achieved. Neither Company undertakes to revise the material to reflect any future events or circumstances.

This material may not be lawfully published in some jurisdictions or may only be provided to certain persons and you must not view this material if to do so would be unlawful in your jurisdiction or may otherwise place either Company under obligations which it has not complied with.

All figures are expressed in Australian dollars unless stated otherwise.

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Presenters

Stephen Dennis

Chief Executive Officer

Patrick O’Connor

Chairman

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Agenda

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2

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Merger Summary for CBH Noteholders

Transaction Rationale

Indicative Timetable

Appendices

A Overview of Perilya

B Indicative Term Sheet

SECTION 1 Merger Summary for CBH Noteholders

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Merger Summary for CBH Noteholders

Unanimous Board

Recommendation and Support of CBH’s Largest

Stakeholder

Merger unanimously recommended by CBH’s Board in the absence of a superior proposal and subject to Independent Expert concluding the merger is in the best interest of CBH security holdersToho (CBH’s largest shareholder (28.66%) and Noteholder (25.5%)) has publicly stated that it will support the merger in the absence of a superior proposal or material adverse change effecting Perilya or CBH

Implementation Scheme vote: 75% by value, 50% by number of CBH Noteholders votingInterdependent with CBH ordinary share scheme

CBH Noteholder Merger terms

Holders of CBH Notes (“CBH Noteholders”) will receive Perilya notes– $1,000 principal– 7.25% coupon– $1.95 conversion price reflective of the 3:1 exchange ratio offered to CBH Shareholders adjusted for the spin-out of

Kimberley Metals 1

– Full indicative terms available in appendix B

Notes: 1. Shareholder approval has been given to CBH to spin out certain non-core assets into a new company before the interdependent schemes are to take place, Kimberley Metals, that will be distributed to CBH shareholders post shareholder approval expected to take place 19 May. The value attributed to Kimberley Metals was based on the applicable accounting requirements and not a market value.

2. Not including impact of exercise of Perilya options issued as consideration to CBH shareholders and inclusive of additional shares issued through the conversion of Toho’s note.

Perilya’s shareholders will own 40.3% and CBH shareholders 59.7% of the Combined Group respectively 2

Significant balance sheet flexibility with 31 March 2008 pro forma cash of $247 million and indebtedness of $233 million (including $187 million in convertible bonds due in 2012)Approximately 491 million shares on issue upon completion of the interdependent schemes 2

Ownership and Capital Structure

SECTION 2 Transaction Rationale

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Transaction Rationale

1

Diversified operating profile and a stronger foundation for CBH Noteholders – Diversification supported by multiple cash flow producing assets

2

A different peer group – Globally significant zinc and lead producer3

An extensive operating & development portfolio – Advanced development portfolio with attractive commodity mix

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5

Enhanced Equity Value and Stronger Balance Sheet

Significant reserve and resource inventory

Value creation – Unification of Broken Hill ownership for the first time – Significant operational efficiencies

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Value Creation

Satellite PitsFlying Doctor

Potosi

North Mine Deeps

North Mine

Northern Boundary

Centenary

Western Mineralisation

Central Remnants

Southern Extension

Southern Operations

Southern Boundary

Perilya Lease Perilya LeaseCBH Lease

Unification of Broken Hill ownership for the first time - Significant operational efficienciesSignificant synergies to be realized through unification of mining leases

– $70 million in capital savings from the eliminated requirement for a dedicated mill at the Rasp mine

– Increased cash flow in FY09 and FY10 due to advanced development of Rasp

– Significantly lower milling unit costs from utilising spare capacity at Perilya’s Broken Hill concentrator

Expected to add material life to Broken Hill mining through efficient access to combined resources, elimination of tenement boundaries and access to remnant ore

Proximity between the two production centres should allow for increased flexibility regarding employees, pooling of common resources and reduction in corporate overhead across both sets of operations

10Diversified Operating Profile & a Stronger Foundation For Noteholders

Market Cap 1 $308 million (S&P/ASX 300)

$506 million (S&P/ASX 200)

CBH Standalone Combined Group

Notes: 1. Based on closing prices as of 2 May 2008 and the assumed 491 million shares outstanding in the combined group.

Enterprise Value $366 million $493 million

Debt $219 million $233 million

Debt / Mkt. Cap 71.2% 46.2%

Debt / EV 59.9% 47.4%

Net debt $58 million ($13 million)

Operating Assets 1 – Endeavor 3 – Endeavor, Broken Hill with Rasp and Flinders

The Combined Group will benefit from multiple cash flow producing assets that will diversify the risk of CBH Noteholders principal and coupon payment (Endeavor, Broken Hill – including Rasp and Flinders)

Given the significant decrease in the historical exchange rate, CBH shareholders will own 59.7% and Perilya shareholders 40.3% of the Combined Group respectively

Diversification supported by multiple cash flow producing assets

Negative Pledge Maximum additional debt A$110 million

Same as under CBH stand alone

Exchange Ratio (CBH to PEM Shares)

0.0x

3.0x

6.0x

9.0x

12.0x

May-07 Jul-07 Oct-07 Jan-08 Apr-08

Exc

hang

e R

atio

Offer Exchange Rate Historical Exchange Rate

Current Offer: 3.0 : 112 month average: 6.7 : 1

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0 100 200 300 400 500 600 700

Teck Cominco LimitedZinifex Limited

Falconbridge LimitedHindustan Zinc Ltd

Boliden ABXstrata

Volcan Cia Minera S.A.A.Anglo American plc

Combined GroupIndustrias Peñoles SA de CVCia Mineira de Metais (CMM)

GlencorePerilya Limited

Breakwater Resources LtdHudBay Minerals Inc.

Lundin Mining CorporationBHP Billiton

Southern Peru CopperMilpo

CBH ResourcesOmnium Nord Africa (ONA)

Grupo Mexico SA de CVInmet Mining Corp

Apex Silver Mines LimitedIvernia West plc

Agnico-Eagle Mines LtdNewmont Mining Corporation

Oxiana LimitedCompañía Minera Atacocha S.A.A.

Kumba Resources

Kt payable zinc0 100 200 300 400 500 600

BHP BillitonXstrata AG

The Doe Run CompanyTeck Cominco Limited

Minera VolcanGlencore

Combined GroupHindustan ZincWestern Mining

ZinifexIndustrias PenolesAnglo American plc

New BolidenPerilya Limited

Lundin Mining CorporationShenzhen Zhongjin LingnanYunnan Chihong Metallurgy

ZGH BoleslawMengzi Mining Industry Ltd

Omnium Nord AfricainHecla Mining

Solway Investment FundVotorantim

Grupo FernadiniGansu Nonferrous Metals

Exxaro ResourcesSouthern Copper (ex SPCC)

BuenaventuraBlue Note Mining Inc

CBH Resources

Kt payable lead

A Different Peer Group

Top 30 Global Zinc Producers

Source: Zinc data taken from AME and Lead figures taken from Brook Hunt.

The merger will create a globally significant and top 10 producer of zinc and lead

Pro forma annual production (based on 12 months to December 2007 and including 96,100 tonnes from Beltana) of:– 220,100 tonnes of zinc

– 71,700 tonnes of lead

Increased ability to compete for new opportunities including acquisitions

Top 30 Global Lead Producers

Globally significant zinc and lead producer

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An Extensive Operating & Development Portfolio

Perilya assets

CBH assets

Mount Oxide

Broken Hill

Beltana / Flinders Endeavor

Panorama

Newcastle Shiploader

Hera

Advanced development portfolio with attractive commodity mix

Australian based asset focus with low geopolitical risk

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Significant Reserve and Resource Inventory Mix

Reserves (contained metal) Resources (contained metal)

Combined Group Reserves split 1 Combined Group Resource split 1

Note:1. Zinc equivalency calculation based on spot metal prices as at 20 March 2008.2. Perilya JORC reserves and resources as at 30 June 2007. Mt Oxide as at 19 February 2008 Broken Hill resources reflect Flying Doctor upgrade as at 30 April 2008.3. CBH JORC reserves and resources as at 30 June 2007. Panorama as at 18 December 2007.

34%

49%

16%1%

Zinc

Lead

Copper

Gold32%

53%

15%

Zinc

Lead

Copper

Combined

Group

Zinc (kt) 814 1,355 2,169

Lead (kt) 555 573 1,128

Copper (kt) – 186 186

Gold (koz) – – –

Total Zinc equiv (kt) 1,466 2,666 4,132

Combined

Group

Zinc (kt) 2,175 2,946 5,121

Lead (kt) 1,537 1,432 2,969

Copper (kt) 203 267 470

Gold (koz) - 241 241

Total Zinc equiv (kt) 4,677 5,643 10,320

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CBH Directors Have Recommended the Note Scheme 1:

Value Creation

Increased, higher quality portfolio of assets Significant operational synergies and capital savingsAdditional material life to Broken Hill mining through efficient access to combined resources, elimination of tenement boundaries and access to remnant oreProximity between the two production centres should allow for increased flexibility regarding employees, pooling of common resources and reduction in corporate overhead across both sets of operations

Reduced Risk

Significantly enhanced credit profileStronger balance sheet with greater financial security and flexibilityMultiple operations increases operating strength and reduces risk

Globally Significant Longer Life Producer

Top 40 mining company listed on the S&P/ASX 200 Increased equity market scale aligns the combined company with a new set of peersImproved equity option value

1. In absence of a superior proposal and provided the independent expert determines the scheme is in the best interest of CBH Noteholders.

SECTION 3 Indicative Timetable

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Indicative Timetable

1

3

6

Announcement of proposed merger

Spin-out of Kimberley Metals to occur

CBH convertible note and ordinary share scheme meetings

Court approval and scheme effective date

26 March

2 May

Late July

Early August

2

4

19 May

CBH shareholders voted on capital reduction to approve separation of Kimberley Metals

Scheme booklet for proposed merger despatched

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Late June

Appendices

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Appendix A: Background to PerilyaPerilya Limited is an S&P/ASX 200 company and a leading Australian base metals mining and exploration company

Perilya owns and operates the iconic Broken Hill zinc, lead and silver mine in New South Wales, Australia and the Beltana high grade zinc mine in South Australia

Perilya is in the top twenty of global producers for zinc and the top ten for lead production. Broken Hill is the world’s thirteenth largest zinc mine and the sixth largest lead mine

The company is strengthening its project pipeline with an exploration decline at the Potosi deposit in Broken Hill, exploration at the Mount Oxide copper deposit in Queensland and the Flinders Project in South Australia

Presently, Perilya is investing in the development of its three major projects located in the Broken Hill, Mt Isa and Flinders regions as well as exploration in the surrounding tenements

Perilya has a strong balance sheet with low debt levels and has actively sought growth opportunities through acquisition

For more details, visit www.perilya.com.au

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Appendix B: Indicative Term Sheet

Issuer Perilya Limited (ACN 009 193 695)

ConditionsTerm

Underlying Shares Ordinary Shares of the Issuer (the “Ordinary Shares”)

Ranking Senior unsecured

Coupon 7.25%

Principal $1,000 per bond

Maturity Date 3 May 2012

Conversion Price The conversion price will be 67 cents (and as adjusted in accordance with clause 6 of the terms of the CBH Notes contained in the Convertible Note Prospectus) multiplied by 3 as per the terms of the offer.

Issuer Call Option The Issuer may redeem all, but not some only, of the Bonds at their principal amount, together with accrued interest

(i) 3 years after Deemed Issue Date, if the Parity Value in respect of a Bond on each of at least 20 consecutive trading days ending not earlier than 5 days prior to the giving of notice of redemption is at least AUD$1,300; or

(ii) at any time if Conversion Rights shall have been exercised and/or purchases and/or redemptions effected in respect of 85 per cent. or more in principal amount of the Bonds originally issued; or

(iii) if a Change of Control occurs, within the period of 45 days after the end of the period of 30 days following the later of:a. such Change of Control; andb. the date on which notice of such Change of Control is given to Bondholders by the Issuer.

Tax Redemption Payments in respect of Bonds will be made without any withholding or deduction for or on account ofAustralian taxes, unless required by law. If withholding or deduction is required for or on account ofany such Australian taxes:

(i) the Issuer will be obliged to pay additional amounts subject to customary exemptions; and(ii) the Issuer will have the right to redeem the Bonds at their principal amount plus accrued interest subject to the right of

Bondholders to elect not to have Bonds redeemed and thereafter to receive all payments on the Bonds subject to withholding or deduction on account of relevant Australian taxation.

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Appendix B: Indicative Term Sheet (Cont’d)

Change of Control In the event of a Change of Control of the Issuer, Bondholders will have the right to:(i) put the Bonds to the Issuer at their principal amount together with accrued interest; or(ii) for 30 days following the Change of Control convert the Bonds at a Conversion Price calculated in accordance with the

following formula:COCCP = OCP/(1 + (CP x c/t)) where COCCP means the Change of Control Conversion PriceOCP means the Conversion Price in effect on the relevant Conversion Date (disregarding the application of this provision)CP means the conversion premium of approximately 32.5% (expressed as a fraction)c means the number of days from and including the date of the Change of Control to but excluding the Maturity Datet means the number of days from and including the Closing Date to but excluding the Maturity Date

A "Change of Control" occurs if:(i) an offer is made to shareholders to acquire the whole or any part of the share capital of the Issuer; or(ii) any person proposes a scheme of arrangement with regard to such acquisition, and more than 50% of the voting rights of

the issued share capital of the Issuer have or will become vested in the offeror, or any like or similar event occurs

In the event of a Change of Control of the Issuer, the Issuer will have the right to redeem the Bonds within 75 days after the later of the Change of Control and the date on which notice of the Change of Control is given to Bondholders by the Issuer.

ConditionsTerm

Dividend Protection

Investor protection in the form of Conversion Price adjustment in respect of all dividends and distributions

Events of Default Yes, in line with standard provisions, including:(i) if the Issuer defaults on its payment or other obligations under the Bonds; and(ii) liquidation of the Issuer or any Principal Subsidiary, except where all or part of the undertaking and assets of a Principal

Subsidiary are transferred to the Issuer or another Subsidiary of the Issuer.

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Appendix B: Indicative Term Sheet (Cont’d)

Cross Default There will be a cross default provision in respect of the Issuer and its Subsidiaries, subject to an AUD$10 million threshold or its equivalent in other currencies. Project Finance Indebtedness is excluded from the cross default provision. See clause 10(c) of Note terms."Project Finance Indebtedness" means future indebtedness incurred to finance the ownership, acquisition, construction, creation, development, maintenance and/or operation of an asset (whether or not an asset of the Issuer or any of its Subsidiaries), or any associated rehabilitation works, in respect of which the person or persons to whom any such indebtedness is or may be owed by the relevant borrower (whether or not the Issuer or any of its Subsidiaries) has or have no recourse whatsoever to the Issuer or any of its Subsidiaries for the repayment thereof other than certain limited types of recourse including, but not limited to any guarantee and/or indemnity by the Issuer or its Subsidiaries of such indebtedness or completion of construction or development of an asset.

ConditionsTerm

Negative Pledge The Issuer will not create or permit to subsist any Security Interest over its present or future assets to secure any indebtedness or guarantee or indemnity for borrowed money (other than for an amount of up to AUD$50 million in respect of off balance sheet financing of mobile mining equipment) in an aggregate amount in excess of (a) AUD$110 million and (b) the principal amount of all Bonds which have been converted or redeemed at any time and (c) the amount of equity share capital raised by the Issuer after the Implementation Date, unless the Trustee has been satisfied that:

(i) amounts payable under the Bonds are secured equally and rateably with relevant indebtedness; or(ii) such other security interest or guarantee or indemnity or other arrangement is provided in respect of amounts payable

under the Bonds either (i) as the Trustee deems not materially less beneficial to the Bondholders, or (ii) as shall be approved by an Extraordinary Resolution of the Bondholders.

If the market capitalisation of the Issuer exceeds AUD$750 million for a period of 12 months, the Negative Pledge clause ceases to apply.

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Appendix B: Indicative Term Sheet (Cont’d)ConditionsTerm

Anti Dilution Conversion Price adjustments upon, inter alia, share consolidations, share splits, spin-off events, rights issues, and reorganisations.Excluded from the Anti-dilution are Bonds the Company may issue through a subsequent issue within 90 days from the date of Issue, but only to the extent required to reach AUD$200 million in total proceeds including this Issue

Documentation To be substantially on the same terms as the Trust Deed and Terms governing the CBH Notes with amendments necessary to give effect to these terms and the Schemes

Trustee Expected to be - Trust Company Fiduciary Services Limited ACN 000 000 993 or trustee of equivalent standing chosen by the Issuer

Listing The Issuer will apply to list the Bonds on the Australian Stock Exchange Limited.

Governing Law Australia (NSW) Law