ATHENA RESOURCES LIMITED — Director's Dealing 2011

Jan 13, 2011

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/9/2001.

Name of entity ATHENA RESOURCES LIMITED ABN 69 113 758 900

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

We (the entity) give ASX the followingthe director for the purposes of section	information under listing rule 3.19A.2 and as agent for205G of the Corporations Act.
Name of Director	ANDREW PETER THOMSON
Date of last notice	7 May 2010

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Direct and Indirect
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to the relevantinterest.	AP Thomson Superannuation Fund
Date of change	13 January 2011
No. of securities held prior to change	1,808,045 Shares829,110 Options $0.08 expiring 30/04/12
Class	Ordinary Fully Paid SharesOptions $0.08 expiring30/04/12
Number acquired	1,875,000 Shares
Number disposed
Value/ConsiderationNote: If consideration is non‐cash, provide details and estimatedvaluation	$150,000
No. of securities held after change	3,683,045 Shares829,110 Options $0.08 expiring30/04/12

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

Nature of change	Placement
Example: on‐market trade, off‐market trade, exercise of options,
issue of securities under dividend reinvestment plan, participation in
buy‐back

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract	Not Applicable
Nature of interest
Name of registered holder
(if issued securities)
Date of change
No. and class of securities to which
interest related prior to change
Note: Details are only required for a contract in
relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration
Note: If consideration is non‐cash, provide details
and an estimated valuation
Interest after change

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailed	Not Applicable
above traded during a+closed period where prior written
clearance was required?
If so, was prior written clearance provided to allow the trade
to proceed during this period?
If prior written clearance was provided, on what date was this
provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002