HIGHFIELD RESOURCES LIMITED — Director's Dealing 2015

May 14, 2015

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 Highfield Resources Limited ABN 51 153 918 257

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	Pedro Rodriguez
Date of last notice	24 February 2015

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	15 May 2015
No. of securities held prior to change	- 11,021,504 ordinary shares - 5,510,752 Class B Performance Shares - 1,500,000 unlisted options exercisable at $0.40 each on or before 31 May 2017. - 2,500,000 unlisted options exercisable at $0.75 each on or before 11 September 2018.
Class	Ordinary shares
Number acquired	-
Number disposed	3,500,000
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$6,300,000

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

• 7,521,504 ordinary shares - 5,510,752 Class B Performance Shares - 1,500,000 unlisted options exercisable at $0.40 each on or before 31 May 2017. - 2,500,000 unlisted options exercisable at $0.75 each on or before 11 September 2018. On-market trade

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.

==> picture [434 x 307] intentionally omitted <==

----- Start of picture text -----

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
----- End of picture text -----

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 2

01/01/2011

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 Highfield Resources Limited ABN 51 153 918 257

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	Anthony David Hall
Date of last notice	4 May 2015

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	15 May 2015
No. of securities held prior to change	Anthony David Hall - 1 Ordinary Share - 4,000,000 unlisted options exercisable at 20 cents on or before 31 October 2016 - 2,500,000 unlisted options exercisable at $0.40 each on or before 31 May 2017. - 2,000,000 unlisted options exercisable at $0.75 each on or before 12 September 2018. Julia Hall - Spouse - 40,000 Ordinary Shares
Class	Unlisted options exercisable at 20 cents on or before 31 October 2016
Number acquired	-
Number disposed	1,600,000
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$2,560,000

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change	Anthony David Hall - 1 Ordinary Share - 2,400,000 unlisted options exercisable at 20 cents on or before 31 October 2016 - 2,500,000 unlisted options exercisable at $0.40 each on or before 31 May 2017. - 2,000,000 unlisted options exercisable at $0.75 each on or before 12 September 2018. Julia Hall - Spouse - 40,000 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	Off-market trade

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.

Appendix 3Y Page 2

01/01/2011

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 Highfield Resources Limited ABN 51 153 918 257

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	Derek Carter
Date of last notice	24 February 2015

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.	Derek Carter and Carlsa Carter Salamanca Super Fund a/c> - trustee and beneficiary
Date of change	15 May 2015
No. of securities held prior to change	Derek Carter and Carlsa Carter Salamanca Super Fund a/c> - 11,021,504 ordinary shares - 5,510,752 Class B Performance Shares - 1,500,000 unlisted options exercisable at $0.40 each on or before 31 May 2017. 1,500,000 unlisted options exercisable at $0.75 each on or before 11 September 2018.
Class	Ordinary shares
Number acquired	-
Number disposed	2,700,000
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$4,860,000

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change Derek Carter and Carlsa Carter - 8,321,504 ordinary shares - 5,510,752 Class B Performance Shares - 1,500,000 unlisted options exercisable at $0.40 each on or before 31 May 2017. - 1,500,000 unlisted options exercisable at $0.75 each on or before 11 September 2018. Nature of change On-market trade 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.

==> picture [434 x 241] intentionally omitted <==

----- Start of picture text -----

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
----- End of picture text -----

Part 3 –[+] Closed period

==> picture [434 x 99] intentionally omitted <==

----- Start of picture text -----

Were the interests in the securities or contracts detailed N0
above traded during a [+] closed period where prior written
clearance was required?
If so, was prior written clearance provided to allow the trade N/A
to proceed during this period?
If prior written clearance was provided, on what date was this N/A
provided?
----- End of picture text -----

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011