BROOKSIDE ENERGY LIMITED — Director's Dealing 2011

Sep 4, 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 30/09/01 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	9 May 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	Transfer of direct interest to indirect interest.
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Off market transfer of direct interest to indirect interest held by Bruce A. & Lynne R. Miller (Lynne Miller is Bruce Miller’s wife).
Date of change	1 September 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 533,000 fully paid ordinary shares 600,000 options exercisable at 40 cents each expiring on 30 April 2012 600,000 options exercisable at 50 cents each expiring on 30 April 2013 600,000 options exercisable at 65 cents each expiring on 30 April 2014 600,000 options exercisable at 80 cents each expiring on 30 April 2015 600,000 options exercisable at $1.00 each expiring on 30 April 2016 Indirect (1) 39,746 fully paid ordinary shares held by Lynne Miller (Bruce Miller’s wife) (2) 10,000 fully paid ordinary shares held by Connor Wallace (Bruce Miller’s son)
Class	Fully paid ordinary shares
Number acquired	Not applicable
Number disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Nil consideration. Off market transfer of direct interest to indirect interest held by Bruce A. & Lynne R. Miller (Lynne Miller is Bruce Miller’s wife).

• 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 600,000 options exercisable at 40 cents each expiring on 30 April 2012 600,000 options exercisable at 50 cents each expiring on 30 April 2013 600,000 options exercisable at 65 cents each expiring on 30 April 2014 600,000 options exercisable at 80 cents each expiring on 30 April 2015 600,000 options exercisable at $1.00 each expiring on 30 April 2016 Indirect (1) 39,746 fully paid ordinary shares held by Lynne Miller (Bruce Miller’s wife) (2) 10,000 fully paid ordinary shares held by Connor Wallace (Bruce Miller’s son) (3) 533,000 fully paid ordinary shares held byBruce A. & Lynne R. Miller

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

Off market transfer of direct interest to indirect interest held by Bruce A. & Lynne R. Miller (Lynne Miller is Bruce Miller’s wife).

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

• See chapter 19 for defined terms.

Appendix 3Y Page 3

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

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 4

11/3/2002