EMPIRE RESOURCES LIMITED — Director's Dealing 2011

May 12, 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.

Name of entity: EMPIRE RESOURCES LIMITED

ABN: 32 092 471 513

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	THOMAS REVY
Date of last notice	6 Sept 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 and indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Thomas G Revy and Valeria M Revy atf Revcorp Superfund
Date of change	12 May 2011
No. of securities held prior to change	350,000 ordinary shares (ERL) 500,000 options Exercise Price - 13.7 cents Expiry Date 25 June 2013 (ERLAM)
Class	A - Ordinary shares (ERL) B – Options (ERLAM)
Number acquired	A – 360,000
Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$29,520

• 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 after change Direct - 350,000 ordinary shares (ERL) Indirect - 360,000 ordinary shares (ERL) 500,000 options Exercise Price - 13.7 cents Expiry Date 25 June 2013 (ERLAM) Nature of change Acquired in off market transfer Example: on-market trade, off-market trade, exercise of 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	N/A
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?
If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

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 30/9/2001.

Name of entity: EMPIRE RESOURCES LIMITED

ABN: 32 092 471 513

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 SARGEANT
Date of last notice	8 July 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	Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	DW Sargeant Pty Ltd - Mr Sargeant is a director of and controls DW Sargeant Pty Ltd. Kirkdale Holdings Pty Ltd - Mr Sargeant is a director of and controls Kirkdale Holdings Pty Ltd.
Date of change	12 May 2011
No. of securities held prior to change	2,800,000 ordinary shares - - DW Sargeant Pty Ltd 3,300,000 ordinary shares - Kirkdale Holdings Pty Ltd 500,000 options Exercise Price - 13.7 cents Expiry Date 25 June 2013 Vest on market cap reaching $10.77 million and remaining at that level for 50 ASX business days.
Class	A - Ordinary shares (ERL) B–Options
Number acquired	A – Nil B–Nil
Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Paid $61,500 for shares acquired May 2008 pursuant to the Empire Resources Ltd Share Plan.

• 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 after change 2,800,000 ordinary shares - - DW Sargeant Pty Ltd 3,300,000 ordinary shares - Kirkdale Holdings Pty Ltd 500,000 options Exercise Price - 13.7 cents Expiry Date 25 June 2013 Vest on market cap reaching $10.77 million and remaining at that level for 50 Nature of change Paid $61,500 for 750,000 shares acquired in May Example: on-market trade, off-market trade, 2008 pursuant to the Empire Resources Ltd Share exercise of options, issue of securities under Plan. dividend reinvestment plan, participation in buyback

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
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?
If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

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 30/9/2001.

Name of entity: EMPIRE RESOURCES LIMITED

ABN: 32 092 471 513

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	ADRIAN JESSUP
Date of last notice	8 July 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 and indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Murilla Exploration Pty Ltd. Mr Jessup is a director of and controls Murilla Exploration Pty Ltd.
Date of change	12 May 2011
No. of securities held prior to change	722,222 ordinary shares – Adrian Jessup 1,345,333 ordinary shares - Murilla Exploration Pty Ltd 500,000 options Exercise Price - 13.7 cents Expiry Date 25 June 2013 Vest on market cap reaching $10.77 million and remaining at that level for 50 ASX business days.
Class	A - Ordinary shares (ERL) B–Options
Number acquired	A – Nil B–Nil
Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Paid $41,000 for shares acquired May 2008 pursuant to the Empire Resources Ltd Share Plan.

• 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 after change		722,222 ordinary shares – Adrian Jessup 1,345,333 ordinary shares - Murilla Exploration Pty Ltd 500,000 options Exercise Price - 13.7 cents Expiry Date 25 June 2013 Vest on market cap reaching $10.77 million and remaining at that level for 50 ASX business days.
Nature of change Example: on-market trade, off-market trade, exercise of options, issue o securities under dividend reinvestment plan, participation in buy-back	f	Paid $41,000 for 500,000 shares acquired in May 2008 pursuant to the Empire Resources Ltd Share Plan.

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
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?
If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002