BUXTON RESOURCES LIMITED — Director's Dealing 2008

Nov 11, 2008

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 Buxton Resources Limited ABN 86 125 049 550

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	Ron Smit
Date of last notice	19 February 2008

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	Indirect
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to therelevant interest.	Julie Smit (Related party)
Date of change	11 November 2008
No. of securities held prior to change	2,185,000 ordinary shares (Ron Smit)1,020,000 ordinary shares (Julie Smit)1,000,000 $0.20 options expiring 30/6/12 (Julie Smit)1,000,000 $0.30 options expiring 30/6/12(Julie Smit)
Class	Ordinary Shares
Number acquired	135,000
Number disposed	-
Value/ConsiderationNote: If consideration is non-cash, provide details andestimated valuation	$5,466
No. of securities held after change	2,185,000 ordinary shares (Ron Smit)1,155,000 ordinary shares (Julie Smit)1,000,000 $0.20 options expiring 30/6/12 (Julie Smit)1,000,000 $0.30 options expiring 30/6/12(Julie Smit)

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

Nature of change On market trade – 95,000 Example: on-market trade, off-market trade, exercise of Off market trade – 40,000 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 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

==> picture [83 x 34] intentionally omitted <==

Graeme Smith Director / Secretary 12 November 2008

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002