兖州煤业股份有限公司

(Stock Code: 1171)

Total assets (RMB) 27,188,200,256 25,325,499,439 7.36

Shareholders’ equity

(excluding minority

interest) (RMB)

21,017,523,218 19,615,689,876 7.15

Net assets per share

attributable to the

shareholders of the

Company (RMB)

4.27 3.99 7.15

Summary of the unaudited results for the first quarter ended 31st March 2008 are as followed:

• The Report is prepared in accordance with the relevant regulations on Disclosure of Information in Quarterly Reports for Listed Companies of the China Securities Regulatory Commission.

• All financial information contained in the Report is prepared in accordance with the PRC Accounting Standards. The Group has also provided the average coal prices of the first quarter of 2008 calculated on the basis as adopted in its previous periodical reports announced overseas. Please refer to the section headed “Details and explanation on material changes in major items of the financial statements and in the financial indicators of the Group and the relevant reasons”. Shareholders of the Company (the “Shareholders”) and public investors should be aware of the different calculation basis used in the Report, interim and annual reports of the Company when trading in shares of the Company.

• Unless otherwise specified, the currency in the Report is denominated in Renminbi (“RMB”).

• During the reporting period, the operating income of the Group was RMB5,552.258 million, representing an increase of RMB1,774.371 million, or 47.0%, as compared with the corresponding period last year. Net profit attributable to the Shareholders was RMB1,490.528 million, representing an increase of RMB789.861 million, or 112.7%, as compared with the corresponding period last year.

From the beginning of the year to the end of this reporting period Increase/decrease for the reporting period as compared with the same period last year (%)

Net cash flows from

operating activities

(RMB)

1,426,478,966 29.99

Net cash flows per

share from operating

activities (RMB)

0.29 29.99

Net profit attributable

to the shareholders of

the Company (RMB)

1,490,527,536 1,490,527,536 112.73

Basic earnings per

share (RMB) 0.303 0.303 112.73

Basic earnings per

share less

extraordinary gain and

loss (RMB)

0.302 0.302 112.89

Return on diluted net

assets (%) 7.09 7.09 increased by 3.31

percent

Return on diluted net

assets less

extraordinary gain and

loss (%)

7.07 7.07 increased by 3.30

percent

Net profit (RMB) 1,490,527,536

income 6,001,209

expense 1,234,723

Income tax

attributable to

extraordinary

gain and loss

1,191,622

Net profit less

extraordinary gain and

loss

1,486,952,672

4

Fortune SGAM Industry Selected Shares

Securities Investment Fund

Investment Fund

Yifangda Value Growing Combined

Securities Investment Fund

Jiashi CSI 300 Index Securities Investment

Yinhuafuyu Subject Shares Securities

Investment Fund

Fund

Investment Fund

Investment Fund

5

8.98 9.07 -0.99

The Company 8.13 8.19 -0.73

8.87 8.78 1.03

The Company 8.07 8.02 0.62

Shanxi Nenghua 0.30 0.26 15.38

Yancoal Australia 0.50 0.50 0.00

The Company 7.84 7.68 2.08

Export 0.10 1.04 -90.38

Domestic 7.74 6.64 16.57

Shanxi Nenghua 0.25 0.26 -3.85

Yancoal Australia 0.54 0.42 28.57

4.47 4.34 3.00

Coal business 5,043,174 3,448,749 46.23

Railway Assets 59,601 44,262 34.66

Others 449,483 284,876 57.78

Coal business 1,867,638 1,529,352 22.12

Railway Assets 57,649 30,931 86.38

Others 451,077 247,686 82.12

1,490,528 700,667 112.73

6

2 Yancoal Australia means Yancoal Australia Pty Limited.

3 Railway Assets means the railway asset specifically used for transportation

of coal for the Company.

The following table sets out the average coal sales price calculated on the same basis

as adopted in its previous periodical reports announced in the PRC during the

reporting period.

Unit: RMB /tonne

Domestic 600.87 405.49 435.02

Export 487.15 445.58 473.31

During this reporting period, the average coal sales price of the Company was

RMB599.43/tonne, representing an increase of RMB188.54/tonne, or 45.9%, as

compared to the same period last year, of which the average domestic coal price was

RMB600.87/tonne, representing an increase of RMB195.38/tonne, or 48.2%, as

compared to the same period last year. The average export coal price was

RMB487.15/tonne, representing an increase of RMB41.57/tonne, or 9.3%, as

compared to the same period last year.

The average coal price of Shanxi Nenghua was RMB211.99/tonne during this

reporting period, representing an increase of RMB35.18/tonne, or 19.9%, as compared

to the same period last year.

The average coal price of Yancoal Australia was RMB542.62/tonne during this

reporting period, representing a decrease of RMB43.83/tonne, or 7.5%, as compared

to the same period last year.

Unit: RMB /tonne

Domestic 582.26 389.35 417.24

7

Export 423.11 340.03 356.98

During the reporting period, the average coal sales price of the Company was

RMB580.25/tonne, representing an increase of RMB197.55/tonne, or 51.6%, as

compared to the same period last year, of which the average domestic coal price was

RMB582.26/tonne, representing an increase of RMB192.91/tonne, or 49.5%, as

compared to the same period last year. The average export coal price was

RMB423.11/tonne, representing an increase of RMB83.08/tonne, or 24.4%, as

compared to the same period last year.

The average coal price of Shanxi Nenghua was RMB208.09/tonne during this

reporting period, representing an increase of RMB35.55/tonne, or 20.6%, as compared

to the same period last year.

The average coal price of Yancoal Australia was RMB465.01/tonne during this

reporting period, representing a decrease of RMB121.44/tonne, or 20.7%, as

compared to the same period last year.

(RMB’000)

(RMB’000)

Bank balances and cash 7,294,596 5,779,552 26.21

Account receivable 308,584 120,548 155.98

Prepayments 109,748 59,833 83.42

Other receivables 466,603 315,801 47.75

Inventories 495,580 440,134 12.60

Available-for-sale financial assets 284,052 409,086 -30.56

Materials held for construction of

fixed assets 281,631 229,461 22.74

Taxes payable 379,982 228,657 66.18

Long-term payable due within one

year 1,089,496 487,448 123.51

Deferred tax liabilities 55,468 86,726 -36.04

Foreign currencies translation

reserve -8,860 -13,942 —

8

an increase of RMB188.036 million, or 156.0%, as compared with that at the

beginning of the reporting year. Such increase was mainly due to the increase in

rolling settlement balance of strategic customers.

representing an increase of RMB49.915 million, or 83.4%, as compared with that at

the beginning of the reporting year. Such increase was mainly due to the increase in

prepayment for equipment purchase.

increase of RMB150.802 million, or 47.8%, as compared with that at the beginning of

the reporting year. Such increase was mainly due to the increase in account receivable

of connected companies.

representing a decrease of RMB125.034 million, or 30.6%, as compared with that at

the beginning of the reporting year. Such decrease was mainly due to the devaluation

of the shares in Shenergy Co., Ltd. and Lianyungang Co., Ltd., respectively held by

the Company, as a result of the stock market fluctuation.

increase of RMB151.325 million, or 66.2%, as compared with that at the beginning of

the reporting year. Such increase was mainly due to the increase in profit which

caused the increase in the balance of taxes payable.

Long-term payable due within one year were RMB1,089.496 million as at March

with that at the beginning of the reporting year. Such increase was mainly due to the

bank loan of RMB481.8 million of Yancoal Australia.

a decrease of RMB31.258 million, or 36.0%, as compared with that at the beginning

of the reporting year. Such decrease was mainly due to the devaluation of

available-for-sale financial assets.

Operating income 5,552,258 3,777,887 46.97

Operating cost 2,376,364 1,807,969 31.44

Operating taxes and surcharges 96,176 66,660 44.28

Selling expense 125,090 204,851 -38.94

General and administrative expense 889,266 612,005 45.30

9

Financial expense 55,359 24,987 121.55

Investment income -18,524 0 —

Non-operating income 6,001 4,746 26.45

Non-operating expense 1,235 1,452 -14.95

Income taxes 507,343 364,089 39.35

Net profit 1,488,903 700,619 112.51

Including: Net profit attributable

to shareholders of the Company 1,490,528 700,667 112.73

Operating income was RMB 5,552.258 million during the reporting period,

representing an increase of RMB 1,774.371 million, or 47.0%, as compared with the

same period of last year. The increase was mainly due to the increase in average sales

price of coal, which resulted in an increase of coal sales income of RMB1,483.95

million, as compared with the same period of last year.

Operating cost was RMB2,376.364 million during the reporting period, representing

an increase of RMB568.395 million, or 31.4%, as compared with the same period of

last year. Cost of coal sales was RMB1,867.638 million during the reporting period,

presenting an increase of RMB338.286 million, or 22.1%, as compared with the same

period of last year. Among which: (1) the cost of coal sales of the Company was

RMB1,653.455 million during the reporting period, representing an increase of RMB

309.150 million, or 23.0%, as compared with the same period of last year. The cost of

coal sales per tonne of the Company was RMB210.98 during the reporting period,

representing an increase of RMB35.94/tonne, or 20.5%, as compared with the same

period of last year. Such increase was mainly due to: (i) the Company has charged

retirement insurance and wage surcharge of production workers (which was

previously charged to general and administrative expenses) to sales cost, which has

increased the cost of coal sales per tonne by RMB15.98; (ii) since 1st August ,2007, in

accordance with the requirements of the People’s Government of Jining City,

Shandong Province, the Company has made provision of RMB8 per tonne of raw coal

production for coal price adjustment fund, which has increased the cost of coal sales

per tonne by RMB8.01; (iii) the increase in wage surcharge of production workers

resulting in an increase in the cost of coal sales per tonne by RMB4.24; (iv) during the

reporting period, the Company paid a land subsidence fee of RMB188.429 million,

resulting in an increase in the cost of coal sales per tonne by RMB11.95; (v) the

Company has charged repair expenses (which was previously charged to sales cost) to

general and administrative expenses, which caused the decrease of RMB9.52 of the

cost of coal sales per tonne. (2) Cost of coal sales of Shanxi Nenghua was

RMB41.677 million. The cost of coal sales per tonne of Shanxi Nenghua was

RMB164.60 during the reporting period, representing an increase of RMB1.62/tonne,

or 1.0%, as compared with the same period of last year. (3) Cost of coal sales of

Yancoal Australia were RMB172.506 million. The cost of coal sales per tonne of

Yancoal Australia were RMB320.83 during the reporting period, representing a

decrease of RMB18.04/tonne, or 5.3%, as compared with the same period of last year.

10

Operating taxes and surcharges were RMB96.176 million during the reporting period,

representing an increase of RMB29.516 million, or 44.3%, as compared with the same

period of last year.

Selling expenses were RMB125.090 million during the reporting period, representing

a decrease of RMB 79.761 million, or 38.9%, as compared with the same period of

last year. Such decrease was mainly due to the decrease in coal transport fees and

export agent fees as a result of the decrease in the sales of coal export.

General and administrative expenses were RMB889.266 million during the reporting

period, representing an increase of RMB277.261 million, or 45.3%, as compared with

the same period of last year. Such increase was mainly due to: (1) the Company

charged repair expenses (which were previously charged to sales cost) to general and

administrative expenses, resulted in the increase of RMB74.112 million in general and

administrative expense; and (2) in accordance with the performance and efficiency

based remuneration policy, the Company paid additional wages amounting to

RMB300 million during the reporting period.

Financial expenses were RMB55.359 million during the reporting period, representing

an increase of RMB30.372 million, or 121.6%, as compared with the same period of

last year. Such increase was mainly due to the increase of interest expenses

attributable to the new bank loan of Yancoal Australia.

Investment income was RMB -18.524 million, which was mainly due to the loss of

Huadian Zouxian Electric Co., Ltd.

Net cash flow from operating activities 1,426,479 1,097,376 29.99

Net cash flow from investing activities -393,231 -269,500 45.91

Net increase in cash and cash

equivalent 1,515,044 827,876 83.00

Balance of cash and cash equivalent at

the end of the reporting period 7,294,596 6,738,351 8.25

Net cash flow from operating activities was RMB1426.479 million during the

reporting period, presenting an increase of RMB329.103 million, or 30.0%, as

compared with the same period of last year. Such increase was mainly due to the cash

increase received for coal sales.

Net cash flow from investing activities were RMB393.231 million during the

reporting period, presenting an increase of RMB123.731 million, or 45.9%, as

compared with the same period of last year. Such increase was mainly due to the

11

increase in payment for equipment purchase.

Net cash flow from financing activities were RMB481.796 million, and this was

mainly due to the bank loan of Yancoal Australia. There was no net cash flow from

financing activities during the same period of last year.

Net increase in cash and cash equivalent were RMB1,515.044 million during the

reporting period, presenting an increase of RMB 687.168 million, or 83.0% , as

compared with the same period of last year. Such increase was mainly due to the

increase in net cash flow from operating activities.

The “Resolution on the Re-election of the Board of Yanzhou Coal Mining Company

Limited” was considered and approved in the 16th meeting of the third session of the

Board which was held on 18th April, 2008. The Board has approved to the submission

of the “Resolution on the Election of the Non-independent Directors to the Fourth

Session of the Board” and the “Resolution on the Election of Independent Directors to

the Fourth Session of the Board” for consideration and approval at the 2007 annual

general meeting.

The Board has nominated Mr. Wang Xin, Mr. Geng Jiahuai, Mr. Yang Deyu, Mr. Shi

Xuerang, Mr. Chen Changchun, Mr. Wu Yuxiang, Mr. Wang Xinkun, Mr. Zhang

Baocai, Mr. Pu Hongjiu, Mr. Zhai Xigui, Mr. Li Weian, Mr. Wang Junyan as the

candidates of the fourth session of the Board, among which Mr.Pu Hongjiu, Mr.Zhai

Xigui, Mr. Li Weian, Mr. Wang Junyan were nominated as the candidates of

independent non-executive Directors.

The labor union of the Company has nominated Mr. Dong Yunqing as the candidate

of staff director of the fourth session of the Board.

The “Resolution on the Re-election of the Supervisory Committee of Yanzhou Coal

Mining Company Limited” was considered and approved in the 10th meeting of the

third session of the Supervisory Committee which was held on 18th April, 2008. The

Supervisory Committee has approved the submission of the same for consideration

and approval in the 2007 annual general meeting.

Shoucheng, Mr. Zhang Shengdong, Ms. Zhen Ailan as candidates of the fourth

The labor union of the Company nominated Mr.Wei Huanmin and Mr. Xu Bentai as

the candidate of staff supervisor of the fourth session of the Supervisory Committee.

12

In order to improve the corporate governance of the Company, the Board has

recommended not to renew the appointment of Deloitte Touche Tohmatsu and

Deloitte Touche Tohmatsu Certified Public Accountants Ltd as the auditor of the

Company and recommended the appointment of Grant Thornton and Shine Wing

Certified Public Accountants Ltd as the Company’s international and PRC auditors

As approved by the first extraordinary general meeting for the year 2008 held on 30th

January, 2008, the Company amended the terms of the articles of association relating

to certain powers of its independent directors. For details of such amendments, please

the website of Shanghai Stock Exchange on 31st January, 2008.

On 13th December 2004, the Company made an entrusted loan of RMB640 million to

September, 2005, the Higher People’s Court of Shandong Province arranged and

auctioned 289 million shares out of the 360 million shares held by Lianda Group

Limited, the guarantor of the Entrusted Loan, in Huaxia Bank Company Limited

(“Huaxia Shares”) in accordance with the relevant laws. The proceeds of such auction

were for the repayment of the Company’s principal, interest, penalty interest and

relevant expenses of the Entrusted Loan. The auction price was RMB3.5 per Huaxia

Share and the total auction amount was RMB1,011.5 million. As at the date of this

report, the successful bidder of the Huaxia Shares is still undergoing the qualification

review by China Banking Regulatory Commission.

While the successful bidder of the Huaxia Shares is undergoing the qualification

review by CBRC, the Company noted that Shandong RunHua Group Company

Limited (“RunHua Group”), a private enterprise, started legal proceedings claiming

for the transfer of and entitlement to 240 million Huaxia Shares held by Lianda Group

Limited.

As the two cases involve the same subject matter and as the Company has attached the

Huaxia Shares in priority, the Supreme People’s Court is in the course of mediating

the two cases. According to the mediation proposal of the Supreme People’s Court,

RunHua Group shall voluntarily guarantee the realization of the debt of Yanzhou Coal

and 200 million out of the 289 million Huaxia Shares attached to the Company shall

be transferred to RunHua Group for RunHua Group to finance the settlement of debt

whereas the 200 million Huaxia Shares and 89 million Huaxia Shares held by RunHua

Group and Lianda Group, respectively, should continue to be attached to and frozen

by the Company.

People’s Court of Shandong Province that the transfer of the 200 million Huaxia

13

Shares has been implemented and the procedures relating to continuation of the

attachment by the Company have also been completed.

The Company considers that the above arrangement is beneficial to the recovery of

the principal and interest of the Entrusted Loan. The Company will promptly disclose

any significant progress concerning the Entrusted Loan.

The Company was not involved in any other significant litigation or arbitration during

the reporting period.

Name of

Shareholder Special undertakings Performance of

undertakings

(1) The formerly non-tradable shares of the Company

held by Yankuang Group should not be listed for

trading purpose within forty-eight months from the

date of execution of the relevant share reform plan;

The

formerlynon-tradable

shares in the Company

held by Yankuang

Group have not been

traded.

Yankuang

Group

(2) In 2006, Yankuang Group would transfer part of its

operations and new projects relating to coal and power

which are in line with the Company’s development

strategies to the Company in accordance with the

relevant PRC regulations, with a view to enhancing the

operating results of the Company and reducing the

connected transactions and competition between

Yankuang Group and the Company. Yankuang Group

should allow the Company to participate and invest in,

for the purpose of co-development of, the coal

liquefaction project, which is being developed by

Yankuang Group.

.

In 2006, Yankuang

Group completed the

transfer of the coal

project and new

electricity project to

the Company, which

are in line with the

Company’s

development strategies.

Yankuang Group is in

the process of

implementing its other

undertakings and there

has not been material

progress in this respect.

The Company acquired 95.67% equity interest in Heze Neng Hua from Yankuang

Group in December 2005. According to the relevant acquisition agreements, Heze

14

Neng Hua has the right to acquire mining rights of Zhoulou Coalmine at any time

within 12 months from Yankuang Group’s acquisition of the mining rights of Zhaolou

Coalmine.

On 28th June, 2006, Yankuang Group obtained the mining right certificate of Zhaolou

Coalmine from the Ministry of Land and Resources. At the first extraordinary general

meeting of the Company for the year 2008 held on 30th January, 2008, the purchase

of the mining rights of Zhaolou Coalmine by Heze Neng Hua from Yankuang Group

at a consideration of RMB747.3 million was approved. The acquisition is still pending

the final approval by the relevant regulatory authorities in charge of national land and

resources.

We predict that the net profit attributable to Shareholders in the first half of 2008 is to

increased more than 100% as compared with the same period of last year, this

increase was mainly caused by the increase in coal price and income tax rate

adjustment. Net profit attributable to shareholders of the Company disclosed by the

Group in the interim report for the first half of 2007 was RMB1,108.9 million.

financial assets

financial assets

15

As at the date of this announcement, the Directors of the Company are Mr. Wang Xin,

Mr. Geng Jiahuai, Mr. Yang Deyu, Mr. Shi Xuerang, Mr. Chen Changchun, Mr. Wu

Yuxiang, Mr. Wang Xinkun, Mr. Zhang Baocai and Mr. Dong Yunqing and the

independent non-executive Directors of the Company are Mr. Pu Hongjiu, Mr. Cui

Jianmin, Mr. Wang Xiaojun and Mr. Wang Quanxi.

The full version of the Company’s balance sheet, income statement and cash flow

statement for the first quarter of 2008 are published on the website of The Stock

Exchange of Hong Kong Limited at http://www.hkex.com.hk and Shanghai Stock

Exchange at http://www.sse.com.cn.

By order of the Board of Directors of

Shandong Province, PRC,

Yanzhou Coal Mining Company Limited

28th April, 2008

16

Appendices:

Yanzhou Coal Mining Co.,Ltd.

BALANCE SHEET

AS AT MARCH 31, 2008

Unit: RMB

The Group The Company

ASSETS At March At December At March At December

31, 2008 31, 2007 31, 2008 31, 2007

RMB RMB RMB RMB

(Unaudited) (Unaudited) (Unaudited) (Unaudited)

CURRENT ASSETS:

Entrust loan due within one

year

Available-for-sale financial

assets

Fixed assets and accumulated

depreciation

Materials held for construction of

fixed assets

TOTAL NON_CURRENT

ASSETS

17

The financial statements were signed by the following:

18

Yanzhou Coal Mining Co.,Ltd.

BALANCE SHEET(Continued)

AS AT MARCH 31, 2008

Unit: RMB

The Group The Company

At March At December At March At December

31, 2008 31, 2007 31, 2008 31, 2007

RMB RMB RMB RMB

LIABILITIES AND

SHAREHOLDERS' EQUITY

(Unaudited) (Unaudited) (Unaudited) (Unaudited)

CURRENT LIABILITIES:

Long-term payable due within

one year

TOTAL CURRENT

LIABILITIES

NON CURRENT LIABILITIES

TOTAL NON CURRENT

LIABILITIES

SHAREHOLDERS' EQUITY:

Equity attributable to

shareholders of the

Company

19

TOTAL SHAREHOLDERS'

EQUITY

TOTAL LIABILITIES AND

SHAREHOLDERS' EQUITY

20

Yanzhou Coal Mining Co.,Ltd.

INCOME STATEMENT

FOR THE PERIOD ENDED MARCH 31, 2008

Unit: RMB

The Group The Company

1 QUARTER

ENDED

MARCH 31,2008

1 QUARTER

ENDED

MARCH 31,2007

1 QUARTER

ENDED

MARCH 31,2008

1 QUARTER

ENDED

MARCH 31,2007

(Unaudited) (Unaudited) (Unaudited) (Unaudited)

General and administrative

expense

Add:

Including: Attribute to

shareholders of the Company

5. Earnings per share

21

Yanzhou Coal Mining Co.,Ltd.

CSAH FLOW STATEMENT

FOR THE PERIOD ENDED MARCH 31, 2008

Unit: RMB

The Group The Company

1 QUARTER

ENDED

MARCH

31,2008

1 QUARTER

ENDED

MARCH

31,2007

1 QUARTER

ENDED

MARCH

31,2008

1 QUARTER

ENDED

MARCH

31,2007

(Unaudited) (Unaudited) (Unaudited) (Unaudited)

1.CASH FLOW FROM OPERATING ACTIVITIES

Cash received from sales of goods or rendering of

services

NET CASH FLOW FROM OPERATING

ACTIVITIES

2.CASH FLOW FROM INVESTING ACTIVITIES

Net cash received from disposal of fixed assets and

other long-term assets

Cash paid to acquire fixed assets and other

long-term assets

NET CASH FLOW FROM INVESTING

ACTIVITIES

3.CASH FLOW FROM FINANCING ACTIVITIES

Cash paid for distribution of dividends or profits,

or cash paid for interest expenses

22

NET CASH FLOW FROM FINANCING

ACTIVITIES

4.EFFECT OF FOREIGN EXCHANGE RATE

CHANGES ON CASH

5.NET INCREASE (DECREASE) IN CASH AND

CASH EQUIVALENTS