BROOKSIDE ENERGY LIMITED — Director's Dealing 2011

Dec 20, 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, Amended 01/01/11.

Name of entity	Red Fork Energy Limited
ABN	15 108 787 727

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.

Name of Director	Perry Gilstrap
Date of last notice	8 December 2011

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	1) to 3): Direct interest
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Not applicable
Date of change	1) to 3): 15 December 2011
No. of securities held prior to change	Direct 700,000 fully paid ordinary shares
Class	1) Performance Rights A; 2) Performance Rights B; 3) Performance Rights C.
Number acquired	1) 1,000,000 2) 1,000,000 3) 1,000,000
Number disposed	Not applicable.

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	1) to 3): Nil consideration.
No. of securities held after change	Direct 700,000 fully paid ordinary shares; 1,000,000 Performance Rights A; 1,000,000 Performance Rights B; 1,000,000 Performance Rights C.
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation **inbuy-back **	1) to 3): Grant of performance rights under the Red Fork Performance Rights Plan pursuant to shareholder approval on 30thNovember 2011.

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 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

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 3

11/3/2002

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 30/09/01 Amended 01/01/11

Name of entity	Red Fork Energy Limited
ABN	15 108 787 727

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.

Name of Director	David Prentice
Date of last notice	8 December 2011

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	1) to 3): Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	1) to 3): David Prentice & Mirella Rosanna Prentice ATF the D&M Prentice Family Trust; and D&M Prentice Superfund. Mr Prentice is a trustee and a beneficiary of the D&M Prentice Family Trust and D&M Prentice Superfund.
Date of change	1) to 3): 15 December 2011

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to change	Direct 1,225,100 fully paid ordinary shares Indirect Mr David Prentice and Mrs Mirella Rosanna Prentice (D&M Prentice Superfund Account): 263,908 fully paid ordinary shares David Prentice & Mirella Rosanna Prentice ATF the D&M Prentice Family Trust: 18,129 fully paid ordinary shares Ms Mikaela Dawn Prentice - (Mr David Prentice’s daughter): 18,652 fully paid ordinary shares Luke Michael Prentice – (Mr David Prentie’s son): 18,652 fully paid ordinary shares Mrs Mirella Rosanna Prentice – (Mr David Prentice’s wife): 203,000 fully paid ordinary shares
Class	1) Performance Rights A; 2) Performance Rights B; 3) Performance Rights C.
Number acquired	1) 1,000,000 2) 1,000,000 3) 1,000,000
Number disposed	Not applicable.
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	1) to 3): Nil consideration.

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change

Direct 1,225,100 fully paid ordinary shares Indirect Mr David Prentice and Mrs Mirella Rosanna Prentice (D&M Prentice Superfund Account): 263,908 fully paid ordinary shares; 500,000 Performance Rights A; 500,000 Performance Rights B; 500,000 Performance Rights C. David Prentice & Mirella Rosanna Prentice ATF the D&M Prentice Family Trust: 18,129 fully paid ordinary shares; 500,000 Performance Rights A; 500,000 Performance Rights B; 500,000 Performance Rights C. Ms Mikaela Dawn Prentice - (Mr David Prentice’s daughter): 18,652 fully paid ordinary shares Luke Michael Prentice – (Mr David Prentie’s son): 18,652 fully paid ordinary shares Mrs Mirella Rosanna Prentice – (Mr David Prentice’s wife): 203,000 fully paid ordinary shares

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

1) to 3): Grant of performance rights under the Red Fork Performance Rights Plan pursuant to shareholder approval on 30thNovember 2011.

• See chapter 19 for defined terms.

Appendix 3Y Page 3

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

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 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

Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 4

11/3/2002

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 30/09/01 Amended 01/01/11

Name of entity	Red Fork Energy Limited
ABN	15 108 787 727

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.

Name of Director	Bruce Miller
Date of last notice	8 December 2011

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	1) to 3): Indirect interests
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	1) to 3): Nathan J. Miller – Bruce Miller’s son; Sarai C. Powell – Bruce Miller’s daughter; and Bruce A. & Lynne R. Miller – Lynne is Bruce Miller’s wife.
Date of change	1) to 3): 15 December 2011
No. of securities held prior to change	Indirect Lynne Miller (Mr Bruce Miller’s wife): 39,746 fully paid ordinary shares Connor Wallace (Mr Bruce Miller’s son): 10,000 fully paid ordinary shares Bruce A. & Lynne R. Miller: 533,000 fully paid ordinary shares

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

Class	1) Performance Rights A; 2) Performance Rights B; 3) Performance Rights C.
Number acquired	1) 1,000,000 2) 1,000,000 3) 1,000,000
Number disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	1) to 3): Nil consideration.
No. of securities held after change	Indirect Lynne Miller (Bruce Miller’s wife): 39,746 fully paid ordinary shares Connor Wallace (Bruce Miller’s son): 10,000 fully paid ordinary shares Bruce A. & Lynne R. Miller: 533,000 fully paid ordinary shares; 900,000 Performance Rights A; 900,000 Performance Rights B; 900,000 Performance Rights C. Nathan J. Miller (Bruce Miller’s son): 50,000 Performance Rights A; 50,000 Performance Rights B; 50,000 Performance Rights C. Sarai C. Powell (Bruce Miller’s daughter): 50,000 Performance Rights A; 50,000 Performance Rights B; 50,000 Performance Rights C.
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	1) to 3): Grant of performance rights under the Red Fork Performance Rights Plan pursuant to shareholder approval on 30thNovember 2011.

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

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

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 above traded during a+closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 3

11/3/2002

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 30/09/01 Amended 01/01/11

Name of entity	Red Fork Energy Limited
ABN	15 108 787 727

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.

Name of Director	Steve Miller
Date of last notice	8 December 2011

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 interest.
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Not applicable.
Date of change	15 December 2011
No. of securities held prior to change	Nil
Class	Performance Rights A.
Number acquired	600,000
Number disposed	Not applicable.

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Nil consideration.
No. of securities held after change	Direct 600,000 Performance Rights A
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Grant of performance rights under the Red Fork Performance Rights Plan pursuant to shareholder approval on 30thNovember 2011.

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 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

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 3

11/3/2002