VIEW RESOURCES LIMITED

ABN 95 009 162 949

NOTICE OF ANNUAL GENERAL MEETING

TIME : 3:30pm DATE : 27 November 2007 PLACE : The Celtic Club 48 Ord Street WEST PERTH WA 6005

This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting.

Should you wish to discuss the matters in this Notice of Meeting please do not hesitate to contact the Company Secretary on (08) 9226 4611.

Notice of Annual General Meeting (setting out the proposed resolutions)	3
Explanatory Statement (explaining the proposed resolutions)	6
Glossary	14
Proxy Form

TIME AND PLACE OF MEETING AND HOW TO VOTE

VENUE

The Annual General Meeting of the Shareholders of View Resources Limited which this Notice of Meeting relates to will be held at 3:30pm on 27 November 2007 at:

The Celtic Club 48 Ord Street WEST PERTH WA 6005

YOUR VOTE IS IMPORTANT

The business of the Annual General Meeting affects your shareholding and your vote is important.

VOTING IN PERSON

To vote in person, attend the Annual General Meeting on the date and at the place set out above.

VOTING BY PROXY

To vote by proxy, please complete and sign the proxy form enclosed and either:

(a) send the proxy form by post to View Resources Limited, London House, Level 12, 216 St Georges Terrace, Perth, Western Australia; or
(b) send the proxy form by facsimile to the Company on facsimile number (08) 9226 4655,

so that it is received not later than 3:30pm on 25 November 2007.

Proxy forms received later than this time will be invalid.

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NOTICE OF ANNUAL GENERAL MEETING

Notice is given that the Annual General Meeting of Shareholders of View Resources Limited will be held at The Celtic Club, 48 Ord Street, West Perth, Western Australia at 3:30pm on 27 November 2007.

The Explanatory Statement to this Notice of Meeting provides additional information on matters to be considered at the Annual General Meeting. The Explanatory Statement and the proxy form are part of this Notice of Meeting.

The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Annual General Meeting are those who are registered Shareholders at the opening of business on 26 November 2007.

Terms and abbreviations used in this Notice of Meeting and Explanatory Statement are defined in the Glossary.

AGENDA

Reports and Accounts

To receive the financial report of the Company for the year ended 30 June 2007, together with the directors’ report and the auditor’s report.

RESOLUTION 1 – ADOPTION OF REMUNERATION REPORT (NON-BINDING)

To consider and, if thought fit, to pass, with or without amendment, the following resolution as a non-binding resolution :

“That, for the purposes of Section 250R(2) of the Corporations Act and for all other purposes, the Company adopts the Remuneration Report.”

Short Explanation : The Corporations Act provides that a resolution that the remuneration report be adopted must be put to vote at a listed company’s annual general meeting. The vote on Resolution 1 is advisory only and does not bind the Directors or the Company.

RESOLUTION 2- RE-ELECTION OF MRS JYN BAKER

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, Mrs Jyn Baker being a Director that was appointed on 15 September 2007 who retires in accordance with clause 13.4 of the Constitution and, being eligible, is hereby re-elected as a Director.”

RESOLUTION 3 – RE-ELECTION OF MR MIKE RALSTON

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, Mr Mike Ralston being a Director that was appointed on 15 September 2007 who retires in accordance with clause 13.4 of the Constitution and, being eligible, is hereby re-elected as a Director.”

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RESOLUTION 4 – RE-ELECTION OF MR JEFFREY GRESHAM

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, Mr Jeffrey Gresham being a Director that was appointed on 1 April 2007 who retires in accordance with clause 13.4 of the Constitution and, being eligible, is hereby re-elected as a Director.”

RESOLUTION 5 – RE-ELECTION OF MR GERRIT DE NYS

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purposes of clause 13.2 of the Constitution and for all other purposes, Mr Gerrit De Nys, a Director who retires by rotation, and, being eligible, is hereby re-elected as a Director.”

RESOLUTION 6 – RATIFICATION OF ISSUE OF EXECUTIVE OPTIONS

To consider and, if thought fit, to pass, with or without amendment, the following resolutions as ordinary resolutions :

“That, for the purposes of Listing Rule 7.4 of the ASX Listing Rules and for all other purposes, Shareholders ratify the allotment and issue of 2,100,000 Executive Options to the Parties and on the terms and conditions set out in the Explanatory Statement accompanying this Notice of Meeting.”

Voting Exclusion : The Company will disregard any votes cast on this resolution by any person who participated in the issue and any associates of those persons.

RESOLUTION 7 – RATIFICATION OF ISSUE OF SHARES TO AUDAX RESOURCES LTD

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purposes of Listing Rule 7.4 of the ASX Listing Rules, and for all other purposes, Shareholders ratify the allotment and issue of 500,000 Shares to AuDAX Resources Ltd on the terms and conditions set out in the Explanatory Statement accompanying this Notice of Meeting.”

Voting Exclusion : The Company will disregard any votes cast on this resolution by any person who participated in the issue and any associates of those persons.

RESOLUTION 8 – RATIFICATION OF ISSUE OF SHARES TO GREAT AUSTRALIAN RESOURCES LTD

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purposes of Listing Rule 7.4 of the ASX Listing Rules, and for all other purposes, Shareholders ratify the allotment and issue of 625,000 Shares to Great Australian Resources Ltd on the terms and conditions set out in the Explanatory Statement accompanying this Notice of Meeting.”

Voting Exclusion : The Company will disregard any votes cast on this resolution by any person who participated in the issue and any associates of those persons.

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RESOLUTION 9 – ADOPTION OF EMPLOYEE SHARE OPTION PLAN

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purposes of Rule 7.2 (exception 9) of the Listing Rules of ASX Limited and for all other purposes, the Shareholders of the Company hereby approve the “View Resources Ltd Share Option Plan” on the terms and conditions set out in the Explanatory Statement.”

Voting Exclusion : The Company will disregard any votes cast on this Resolution by the Directors and any of their associates.

RESOLUTION 10 - APPOINTMENT OF AUDITOR

To consider, and if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purposes of section 327B of the Corporations Act 2001 (Cth) and for all other purposes, BDO Kendalls Audit & Assurance Pty Ltd A.B.N. 79 112 284 787, having been nominated by a shareholder and consented in writing to act in the capacity of auditor, be appointed as auditor of the Company"

DATED: 17 OCTOBER 2007

BY ORDER OF THE BOARD

MIKE RALSTON

COMPANY SECRETARY/DIRECTOR VIEW RESOURCES LIMITED

Voting Exclusion Note:

Where a voting exclusion applies, the Company need not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote in accordance with the directions on the proxy form or it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

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EXPLANATORY STATEMENT

This Explanatory Statement has been prepared for the information of the Shareholders in connection with the business to be conducted at the Annual General Meeting of the Company to be held at The Celtic Club, 48 Ord Street, West Perth, Western Australia on 27 November 2007 at 3:30pm.

The purpose of this Explanatory Statement is to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the resolutions in the Notice of Meeting.

1. RESOLUTION 1 – REMUNERATION REPORT (NON-BINDING RESOLUTION)

In accordance with Section 250R(2) of the Corporations Act, the Company must put a resolution that the Remuneration Report be adopted to vote at the Annual General Meeting. The vote on Resolution 1 is advisory only and does not bind the Directors or the Company.

The Remuneration Report includes all of the information required by Section 300A of the Corporations Act, including:

(a) board policy for determining, or in relation to, the nature and amount (or value, as appropriate) of remuneration of Directors, secretaries and senior managers of the Company;
(b) discussion of the relationship between such policy and the Company’s performance; and
(c) the prescribed details in relation to the remuneration of each Director and certain executives.

A reasonable opportunity will be provided for discussion of the Remuneration Report at the Annual General Meeting.

2. RESOLUTIONS 2, 3, 4 AND 5 – RE-ELECTION OF DIRECTORS

Clause 13.4 of the Constitution provides that the Directors may at any time appoint a person to be a Director, either to fill a casual vacancy or as an addition to existing Directors. Any Director so appointed holds office only until the next general meeting and is then eligible for re-election but shall not be taken into account in determining the Directors who are to retire by rotation at that Meeting.

Mrs Jyn Baker and Mr Mike Ralston were appointed as Directors on 15 September 2007 and Mr Jeffrey Gresham was appointed as a Director on 1 April 2007.

Accordingly, each of Messrs Baker, Ralston and Gresham seek re-election at this Meeting in accordance with clause 13.4 of the Constitution (Resolutions 2, 3 and 4). A summary of each of Messrs Baker, Ralston and Gresham is contained in the 2007 Annual Report.

ASX Listing Rule 14.4 and clause 13.2 of the Constitution of the Company provides that one-third of the Directors, or, if their number is not a multiple of 3, then the number nearest one-third, shall retire from office at each annual general meeting, provided always that no Director (except a Managing Director) shall hold office for a period in excess of 3 years, or until the third annual general meeting following his

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or her appointment, whichever is longer, without submitting himself for re-election. A retiring Director is eligible for re-election.

Mr Gerrit De Nys retires and seeks re-election in accordance with the Constitution of the Company (Resolution 5).

Details regarding Mr Gerrit De Nys is set out in the Company’s 2007 Annual Report.

3. RESOLUTION 6 – RATIFICATION OF ISSUE OF EXECUTIVE OPTIONS

Resolution 6 seeks Shareholder approval for the ratification for the allotment and issue of 2,100,000 Executive Options to executives of the Company.

None of the recipients of the Executive Options are related parties of the Company for the purposes of Chapter 2E of the Corporations Act.

3.1 ASX Listing Rule 7.1.

ASX Listing Rule 7.1 requires that a listed company obtain Shareholder approval prior to the issue of Shares, or securities convertible into shares (including options), representing more than 15% of the issued capital of that company in any 12 month period.

ASX Listing Rule 7.4 sets out an exception to ASX Listing Rule 7.1. This rule provides that where a company in general meeting ratifies the previous issue of securities made without shareholder approval under ASX Listing Rule 7.1, those securities shall be deemed to have been made with shareholder approval for the purposes of ASX Listing Rule 7.1.

Resolution 6 seeks Shareholder ratification pursuant to ASX Listing Rule 7.4 for the issue of 2,100,000 Executive Options. By ratifying this issue, the Company will retain the capacity to issue securities in the future up to the 15% threshold without the requirement to obtain Shareholder approval.

The following information is provided in relation to the grant of the Executive Options pursuant to Resolution 6 in accordance with ASX Listing Rule 7.5:

(a) the number of securities that were issued by the Company pursuant to Resolution 6 was 2,100,000 Executive Options;
(b) the Executive Options were issued on 16 September 2007;
(c) the allottees of the Executive Options were:
(i) Mr Trevor Cook (or his nominee) – 750,000 Executive Options;
(ii) Mr Terry Peachey (or his nominee) – 750,000 Executive Options;
(iii) Mr Brett Isle (or his nominee) – 200,000 Executive Options;
(iv) Mr Gary Heys (or his nominee) – 200,000 Executive Options; and
(v) Mr David Brinsden (or his nominee) – 200,000 Executive Options
(d) none of the allottees are related parties of the Company;
(e) the terms of the Executive Options are set out on Annexure A attached to this Explanatory Statement;

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(f) the Executive Options were issued for nil cash consideration; and
(g) no funds were raised by the issue of the Executive Options as they were issued in consideration for each of the recipient’s service to the Company over the year, and the Directors were of the view that the Executive Options was appropriate to provide them with an incentive to maximise returns to Shareholders whilst maintaining cash reserves.

4. RESOLUTION 7 – RATIFICATION OF ISSUE OF SHARES AUDAX RESOURCES LTD

4.1 Background:

As previously announced, the Company entered into an agreement in May 2006 pursuant to which View was granted an option from AuDAX Resources Ltd ( AuDAX Resources ) to purchase the Venus deposit and tenement subject to application for Mining Lease 36/615, being the subject of Exploration Licence 36/404 ( AuDAX Agreement ).

The Company has exercised the option. Pursuant to the terms of the AuDAX Agreement, on the Company recommissioning the Bronzewing Project, the Company must issue to AuDAX Resources 1,000,000 Shares. 500,000 of the Shares were issued by the Company on 6 July 2007 (and ratified by the Company on 6 August 2007) and the remaining 500,000 Shares were issued on 12 September 2007.

4.2 ASX Listing Rules 7.1 and 7.4

A summary of ASX Listing Rules 7.1 and 7.4 is contained in Section 3.1.

Resolution 7 seeks Shareholder ratification pursuant to ASX Listing Rule 7.4 for the issue of the 500,000 Shares to AuDAX Resources. By ratifying this issue, the Company will retain the capacity to issue securities in the future up to the 15% threshold without the requirement to obtain Shareholder approval.

Pursuant to, and in accordance with ASX Listing Rule 7.5, the following information is provided in relation to Resolution 7:

(a) the total number of securities allotted was 500,000 Shares;
(b) the Shares were issued for nil cash consideration;
(c) the Shares were issued on the same terms and conditions as the Company’s existing Shares;
(d) the Shares were issued to AuDAX Resources (or its nominee) on 12 September 2007;
(e) AuDAX Resources is not a related party or associate of the Company; and
(f) no funds were raised by the issue of the Shares as they were issued in part consideration for the acquisition by the Company of the Bronzewing Project.

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5. RESOLUTION 8 – RATIFICATION OF ISSUE OF SHARES TO GREAT AUSTRALIAN RESOURCES LTD

5.1 Background:

As previously announced, the Company entered into an agreement with Great Australian Resources Ltd ( Great Australian Resources ) pursuant to which the Company was granted an option to purchase the Corboys tenement M53/15 ( Great Australian Resources Agreement ).

The option has been exercised and pursuant to the terms of the Great Australian Resources Agreement, the Company issued Great Australian Resources 625,000 Shares upon exercise of the option.

4.2 ASX Listing Rules 7.1 and 7.4

A summary of ASX Listing Rules 7.1 and 7.4 is contained in Section 3.1.

Resolution 8 seeks Shareholder ratification pursuant to ASX Listing Rule 7.4 for the issue of the 625,000 Shares to Great Australian Resources. By ratifying this issue, the Company will retain the capacity to issue securities in the future up to the 15% threshold without the requirement to obtain Shareholder approval.

Pursuant to, and in accordance with ASX Listing Rule 7.5, the following information is provided in relation to Resolution 8:

(a) the total number of securities allotted was 625,000 Shares;
(b) the Shares were issued for nil cash consideration;
(c) the Shares were issued on the same terms and conditions as the Company’s existing Shares;
(d) the Shares were issued to Great Australian Resources (or its nominee) on 12 September 2007;
(e) Great Australian Resources is not a related party or associate of the Company; and
(f) no funds were raised by the issue of the Shares as they were issued in part consideration for the exercise of the option by the Company to purchase the Corboys tenement M53/15.

6. RESOLUTION 9 – ADOPTION OF EMPLOYEE SHARE OPTION PLAN

6.1 Background

Resolution 9 seeks the approval of Shareholders for the adoption of the “View Resources Ltd Employee Share Option Plan” ( Plan ) to allow the granting of Plan Options pursuant to the Plan as an exception to ASX Listing Rule 7.1 in accordance with ASX Listing Rule 7.2 (exception 9(b)).

Shareholders should note that no Plan Options have previously been issued under the Plan. The objective of the Plan is to attract, motivate and retain key employees.

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It is considered by the Directors that the adoption of the Plan and the future grant of Plan Options under the Plan will provide select employees with the opportunity to participate in the future growth of the Company.

The Plan is contained in Annexure C to the Explanatory Statement and a summary of the Plan is contained below.

Purpose of the Plan

The Plan will be used as part of the remuneration planning for employees and its purpose is to provide employees with long term incentives to improve the performance of the Company and for participating in the Company’s future growth.

General

The Directors may, in their absolute discretion, offer to grant Plan Options to eligible employees under the Plan. The total number of Plan Options that may be issued and remain outstanding under the Plan at any one time may not exceed 5% of the total number of Shares on issue in the capital of the Company.

The Plan Options will be issued for no consideration and will carry the right in favour of the option holder to subscribe for one (1) Share for each Plan Option held. Offers of Plan Options made to eligible persons will detail the exercise price and expiry date and any other terms and conditions relating to the Plan Options.

Eligible Participants

Any person who is in the full time or part time employment of the Company or any subsidiary of the Company ( Eligible Person ).

Lapse of Plan Options

If at any time prior to the applicable exercise period a participant ceases to be an Eligible Person, all Plan Options held by that participant will lapse immediately after the participant ceases to be an Eligible Person;

If at any time during any applicable exercise period a participant ceases to be an Eligible Person, all Plan Options held by that participant must be exercised within 90 days (or such lesser period ending on the applicable last exercise date) of the date that participant ceases to be an Eligible Person.

If a participant ceases to be an Eligible Person by reason of:

(i) the retirement or retrenchment of that participant;
(ii) the death or permanent incapacity of that participant; or
(iii) if that participant is an employee or director of a subsidiary of the Company, that company ceasing to be a Group Member (as defined in the Plan),

that participant (or his representative) may exercise his/her Plan Options at any time within 90 days (or such lesser period ending on the applicable last exercise date) of the occurrence of that event, notwithstanding that the first exercise date has not then occurred.

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Transferability of Plan Options

Plan Options may not be transferred, mortgaged, pledged or otherwise encumbered.

7. RESOLUTION 10 - APPOINTMENT OF BDO KENDALLS AS AUDITORS

BDO, Chartered Accountants & Advisers (Perth), ( BDO ) recently merged with Horwarth (WA) and the audit practice is now carried on through BDO Kendalls Audit & Assurance Pty Ltd A.B.N. 79 112 284 787 ( BDO Kendalls )

BDO have given notice of their intention to resign as auditor of the Company (under section 329 (5) of the Corporations Act). This is subject to receipt of the consent of the Australian Securities & Investments Commission ( ASIC ) and Shareholder approval of this Resolution 10 for the re-appointment of BDO Kendalls as auditor.

Subject to the ASIC consenting to the resignation of BDO and BDO submitting a resignation to the Company, it is proposed that the Company appoint BDO Kendalls as auditor of the Company.

In accordance with section 328B (1) of the Corporations Act, the Company has sought and obtained a nomination from a shareholder for BDO Kendalls to be appointed as the Company’s auditor. A copy of this nomination is attached to this Explanatory Statement as Annexure B.

BDO Kendalls has given its written consent to act as the Company’s auditor subject to Shareholder approval of this Resolution 10.

If Resolution 10 is passed, the appointment of BDO Kendalls as the Company’s auditor will take effect at the close of this Meeting.

8. ENQUIRIES

Shareholders are invited to contact the Company Secretary, Mr Michael Ralston on (08) 9226 4611 if they have any queries in respect to the matters set out in this Notice.

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GLOSSARY

2007 Annual Report means the Company’s annual report for the year ended 30 June 2007.

ASX means ASX Limited.

ASX Listing Rules or Listing Rules means the Listing Rules of ASX.

Board means the Board of Directors.

Company or View Resources means View Resources Limited (ABN 95 009 162 949).

Constitution means the constitution of the Company.

Corporations Act means the Corporations Act 2001 (Cth).

Director means a director of the Company.

Executive Options means an option to acquire a Share on the terms and conditions set out in Annexure A to the Explanatory Statement.

Explanatory Statement means the explanatory statement accompanying the Notice.

Meeting means the Annual General Meeting convened by the Notice.

Notice means the Notice of Annual General Meeting.

Official Quotation means official quotation of the Company’s securities on ASX.

Plan Options means the options proposed to be issued pursuant to the “ View Resources Limited Share Options Plan ”.

Remuneration Report means that section of the Directors’ Report under the heading “Remuneration Report” set out in the 2007 Annual Report.

Share means a fully paid ordinary share in the capital of the Company.

Shareholder means a shareholder of the Company.

WST means Australian Western Standard Time.

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ANNEXURE A

TERMS AND CONDITIONS OF EXECUTIVE OPTIONS ISSUED PURSUANT TO RESOLUTION 6

The terms and conditions of the Executive Options are as follows:

(a) Each Executive Option is exercisable on or before:
(i) 1,050,000 Executive Options – 1 August 2010; and
(ii) 1,050,000 Executive Options – 1 August 2011.
(b) Each Executive Option entitles the holder to subscribe for one Share upon payment of $0.39 per Executive Option.
(c) The Executive Options shall be exercisable wholly or in part by notice in writing to the Company at any time until the expiry date on payment of $0.39 per Executive Option.
(d) There are no participating rights or entitlements inherent in these Executive Options and holders of the Executive Options will not be entitled to participate in new issues of capital which may be offered to Shareholders during the currency of the Executive Option.
(e) However, option holders have the right to exercise their Executive Options prior to the date of determining entitlements to any capital issues to the then existing Shareholders of the Company made during the currency of the Executive Options, and will be granted a period of at least 9 business days before books closing date to exercise the Executive Options.
(f) Within 10 days of receipt of a properly executed option notice and the required application monies the number of Shares specified in the notice will be allotted.
(g) In the event of termination of employment for any reason other than death the optionholder has 90 days in which to exercise the Executive Options otherwise they will expire.
(h) Shares issued on the exercise of the Executive Options will rank pari-passu with the then existing issued ordinary shares.
(i) In the event of any reorganisation (including reconstruction, consolidation, subdivision, reduction or return) of the issued capital of the Company, the Executive Options will be reorganised as required by the Listing Rules, but in all other respects the terms of exercise will remain unchanged.

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ANNEXURE B

8 October 2007

The Company Secretary View Resources Limited Level 12, London House 216 St Georges Terrace Perth WA 6000

Dear Sirs

NOMINATION OF BDO KENDALLS AUDIT & ASSURANCE (WA) PTY LTD AS AUDTOR OF VIEW RESOURCES LIMITED

I, Tim Gooch, being a shareholder of View Resources Limited, hereby nominate BDO Kendalls Audit & Assurance (WA) Pty Ltd of 128 Hay Street, Subiaco, Western Australia 6008 for appointment as auditor of View Resources Limited at its 2007 Annual General Meeting.

We consent to the distribution of a copy of this notice of nomination as an annexure to the Notice of Meeting and Explanatory Statement for the 2007 Annual General Meeting of View Resources Limited as required by section 328B (3) of the Corporations Act 2001.

Signed:

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Tim Gooch

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PROXY FORM

APPOINTMENT OF PROXY VIEW RESOURCES LIMITED ABN 95 009 162 949

I/We being a shareholder of View Resources Limited entitled to attend and vote at the Annual General Meeting, hereby Appoint Name of proxy

OR

Mark this box if you wish to appoint the Chair of the Annual General Meeting as your proxy

or failing the person so named or, if no person is named, the Chairman of the Annual General Meeting or the Chairman’s nominee, to vote in accordance with the following directions or, if no directions have been given, as the proxy sees fit at the Annual General Meeting to be held at The Celtic Club, 48 Ord Street, West Perth, Western Australia on 27 November 2007 at 3:30pm and at any adjournment thereof. If no directions are given, the Chairman will vote in favour of all of the resolutions.

Voting on Business of the Annual General Meeting


Resolution	1	Adoption of Remuneration Report
Resolution	2	Re-election of Mrs Jyn Baker
Resolution	3	Re-election of Mr Mike Ralston
Resolution	4	Re-election of Mr Jeffrey Gresham
Resolution	5	Re-election of Mr Gerrit De Nys
Resolution	6	Ratification of issue of Executive Options
Resolution	7	Ratification of Issue of Shares - AuDAX Resources Ltd
Resolution	8	Ratification of issue of Shares -
		Great Australian Resources Ltd
Resolution	9	Adoption of Employee Share Option Plan
Resolution	10	Appointment of Auditor

OR

If the Chair of the Annual General Meeting is appointed as your proxy or may be appointed by default and if you do not wish to direct your proxy how to vote in respect of the Resolutions, please place a mark in this box

By marking this box, you acknowledge that the Chairman may exercise your proxy even if he has an interest in the outcome of the Resolutions and votes cast by him other than as proxy holder will be disregarded because of the interest. If you do not mark this box, and you have not directed your proxy how to vote, the Chairman will not cast your votes on Resolutions and your votes will not be counted in computing the required majority if a poll is called on these Resolutions. The Chairman will vote in favour of all of the Resolutions if no directions are given.

YOU MUST EITHER MARK THE BOXES DIRECTING YOUR PROXY HOW TO VOTE OR MARK THE BOX INDICATING THAT YOU DO NOT WISH TO DIRECT YOUR PROXY HOW TO VOTE, OTHERWISE THIS APPOINTMENT OF PROXY FORM WILL BE DISREGARDED.

If you mark the abstain box for a particular item, you are directing your proxy not to vote on that item on a show of hands or on a poll and that your Shares are not to be counted in computing the required majority on a poll.

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Signed this day of 2007

By:

Individuals and joint holders

Companies (affix common seal if appropriate)

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Signature Director
Signature Director/Company Secretary
Signature Sole Director and Sole Company Secretary
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VIEW RESOURCES LIMITED ABN 95 009 162 949

Instructions for Completing ‘Appointment of Proxy’ Form

A shareholder entitled to attend and vote at a meeting is entitled to appoint not more than two proxies to attend and vote on their behalf. Where more than one proxy is appointed, such proxy must be allocated a proportion of the shareholder’s voting rights. If the shareholder appoints two proxies and the appointment does not specify this proportion, each proxy may exercise half the votes.
A duly appointed proxy need not be a shareholder of the Company. In the case of joint holders, all must sign.
Corporate shareholders should comply with the execution requirements set out on the proxy form or otherwise with the provisions of Section 127 of the Corporations Act. Section 127 of the Corporations Act provides that a company may execute a document without using its common seal if the document is signed by:
Directors of the company;
a Director and a company secretary of the company; or
for a proprietary company that has a sole Director who is also the sole company secretary – that Director.

For the Company to rely on the assumptions set out in Section 129(5) and (6) of the Corporations Act, a document must appear to have been executed in accordance with Section 127(1) or (2). This effectively means that the status of the persons signing the document or witnessing the affixing of the seal must be set out and conform to the requirements of Section 127(1) or (2) as applicable. In particular, a person who witnesses the affixing of a common seal and who is the sole Director and sole company secretary of the company must state that next to his or her signature.

Completion of a proxy form will not prevent individual shareholders from attending the meeting in person if they wish. Where a shareholder completes and lodges a valid proxy form and attends the meeting in person, then the proxy’s authority to speak and vote for that shareholder is suspended while the shareholder is present at the meeting.
Where a proxy form or form of appointment of corporate representative is lodged and is executed under power of attorney, the power of attorney must be lodged in like manner as this proxy.
To vote by proxy, please complete and sign the proxy form enclosed and either:
(a) send the proxy form by post to View Resources Limited, London House, Level 12, 216 St Georges Terrace, Perth, Western Australia; or
(b) send the proxy form by facsimile to the Company on facsimile number (08) 9226 4655,

so that it is received not later than 3:30pm on 25 November 2007.

Proxy forms received later than this time will be invalid.

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Celsius Resources Limited — AGM Information 2007

10450_rns_2007-10-30_0d86eb3e-b79a-4bce-9e86-51ecc44f4a88.pdf

VIEW RESOURCES LIMITED

ABN 95 009 162 949

NOTICE OF ANNUAL GENERAL MEETING

CONTENTS

TIME AND PLACE OF MEETING AND HOW TO VOTE

VENUE

YOUR VOTE IS IMPORTANT

VOTING IN PERSON

VOTING BY PROXY

Proxy forms received later than this time will be invalid.

NOTICE OF ANNUAL GENERAL MEETING

AGENDA

Reports and Accounts

RESOLUTION 1 – ADOPTION OF REMUNERATION REPORT (NON-BINDING)

RESOLUTION 2- RE-ELECTION OF MRS JYN BAKER

RESOLUTION 3 – RE-ELECTION OF MR MIKE RALSTON

RESOLUTION 4 – RE-ELECTION OF MR JEFFREY GRESHAM

RESOLUTION 5 – RE-ELECTION OF MR GERRIT DE NYS

RESOLUTION 6 – RATIFICATION OF ISSUE OF EXECUTIVE OPTIONS

RESOLUTION 7 – RATIFICATION OF ISSUE OF SHARES TO AUDAX RESOURCES LTD

RESOLUTION 8 – RATIFICATION OF ISSUE OF SHARES TO GREAT AUSTRALIAN RESOURCES LTD

RESOLUTION 9 – ADOPTION OF EMPLOYEE SHARE OPTION PLAN

RESOLUTION 10 - APPOINTMENT OF AUDITOR

DATED: 17 OCTOBER 2007

BY ORDER OF THE BOARD

MIKE RALSTON

COMPANY SECRETARY/DIRECTOR VIEW RESOURCES LIMITED

Voting Exclusion Note:

EXPLANATORY STATEMENT

1. RESOLUTION 1 – REMUNERATION REPORT (NON-BINDING RESOLUTION)

2. RESOLUTIONS 2, 3, 4 AND 5 – RE-ELECTION OF DIRECTORS

3. RESOLUTION 6 – RATIFICATION OF ISSUE OF EXECUTIVE OPTIONS

3.1 ASX Listing Rule 7.1.

4. RESOLUTION 7 – RATIFICATION OF ISSUE OF SHARES AUDAX RESOURCES LTD

4.1 Background:

4.2 ASX Listing Rules 7.1 and 7.4

5. RESOLUTION 8 – RATIFICATION OF ISSUE OF SHARES TO GREAT AUSTRALIAN RESOURCES LTD

5.1 Background:

4.2 ASX Listing Rules 7.1 and 7.4

6. RESOLUTION 9 – ADOPTION OF EMPLOYEE SHARE OPTION PLAN

6.1 Background

Purpose of the Plan

General

Eligible Participants

Lapse of Plan Options

7. RESOLUTION 10 - APPOINTMENT OF BDO KENDALLS AS AUDITORS

8. ENQUIRIES

GLOSSARY

ANNEXURE A

TERMS AND CONDITIONS OF EXECUTIVE OPTIONS ISSUED PURSUANT TO RESOLUTION 6

ANNEXURE B

NOMINATION OF BDO KENDALLS AUDIT & ASSURANCE (WA) PTY LTD AS AUDTOR OF VIEW RESOURCES LIMITED

PROXY FORM

APPOINTMENT OF PROXY VIEW RESOURCES LIMITED ABN 95 009 162 949

OR

Voting on Business of the Annual General Meeting

OR

YOU MUST EITHER MARK THE BOXES DIRECTING YOUR PROXY HOW TO VOTE OR MARK THE BOX INDICATING THAT YOU DO NOT WISH TO DIRECT YOUR PROXY HOW TO VOTE, OTHERWISE THIS APPOINTMENT OF PROXY FORM WILL BE DISREGARDED.

By:

Individuals and joint holders

Companies (affix common seal if appropriate)

Instructions for Completing ‘Appointment of Proxy’ Form

Proxy forms received later than this time will be invalid.

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Celsius Resources Limited AGM Information 2007