BROOKSIDE ENERGY LIMITED — Director's Dealing 2011

May 8, 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	Michael John Fry
Date of last notice	6 April 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
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
Date of change	30 April 2011
No. of securities held prior to change	Direct 724,000 fully paid ordinary shares 166,000 options exercisable at 30 cents each expiring on 30 April 2011 Indirect 950,000 fully paid ordinary shares held by Hilmed Pty Ltd, a company of which Michael Fry is a director and shareholder
Class	Ordinary fully paid shares
Number acquired	166,000
Number disposed	Nil

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$49,800.00
No. of securities held after change	Direct 890,000 fully paid ordinary shares Indirect 950,000 fully paid ordinary shares held by Hilmed Pty Ltd, a company of which Michael Fry is a director and shareholder
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Exercise of 30 April 2011 options at 30 cents

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	N/A
Nature of interest	N/A
Name of registered holder (if issued securities)	N/A
Date of change	N/A
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	N/A
Interest acquired	N/A
Interest disposed	N/A
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	N/A
Interest after change	N/A

• See chapter 19 for defined terms.

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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.

01/01/2011 Appendix 3Y Page 3

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	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.

be disclosed in thispart.
Direct or indirect interest	Direct
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
Date of change	(a) 30 April 2011 (b) 2 May 2011

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to change	Direct 1,025,100 fully paid ordinary shares 500,000 options exercisable at 30 cents each expiring on 30 April 2011 Indirect Mr David Prentice and Mrs Mirella Rosanna Prentice (D&M Prentice Superfund Account) 245,650 fully paid ordinary shares and David Prentice & Mirella Rosanna Prentice ATF the D&M Prentice Family Trust 9,000 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 Ms Mikaela Dawn Prentice - (Mr David Prentice’s daughter) 25,000 fully paid ordinary shares Mrs Mirella Rosanna Prentice – (Mr David Prentice’s wife) 208,000 fully paid ordinary shares
Class	Ordinary fully paid shares
Number acquired	500,000 Ordinary fully paid shares
Number disposed	300,000 Ordinary fully paid shares
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	(a) $150,000.00 funds for exercise of options (b) $150,000 consideration of disposal of securities

• See chapter 19 for defined terms.

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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) 245,650 fully paid ordinary shares and David Prentice & Mirella Rosanna Prentice ATF the D&M Prentice Family Trust 9,000 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 Ms Mikaela Dawn Prentice - (Mr David Prentice’s daughter) 25,000 fully paid ordinary shares Mrs Mirella Rosanna Prentice – (Mr David Prentice’s wife) 208,000 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

(a) Exercise of 30 April 2011, 30 cent options (b) Off market disposal to finance options exercise.

• See chapter 19 for defined terms.

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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.

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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	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
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
Date of change	(a) 30 April 2011 (b) 2 May 2011

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to change	Direct 501,000 fully paid ordinary shares 499,000 options exercisable at 30 cents each expiring on 30 April 2011 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
Class	Fully paid ordinary shares
Number acquired	499,000
Number disposed	300,000
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	(i) $149,700 (ii) $150,000
No. of securities held after change	Direct 700,000 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
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	(a) Exercise of 30 April 2011, 30 cent options (b) Off market disposal to finance options exercise

• See chapter 19 for defined terms.

Appendix 3Y Page 2

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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.

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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	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
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
Date of change	(a) 30 April 2011 (b) 2 May 2011

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to change	Direct 333,000 fully paid ordinary shares 500,000 options exercisable at 30 cents each expiring on 30 April 2011 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 (2) 10,000 fully paid ordinary shares
Class	Fully paid ordinary shares
Number acquired	500,000
Number disposed	300,000
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	(a) $150,000 funds for exercise of options (b) $150,000 consideration from disposal of securities
No. of securities held after 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 (2) 10,000 fully paid ordinary shares

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

	Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	(a) Exercise of 30 April 2011, 30 cent options (b) Off market disposal to finance options exercise.

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.

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