MEC RESOURCES LIMITED — Capital/Financing Update 2007

Jul 30, 2007

MEC RESOURCES LTD

ABN 44 113 900 020

SHARE PURCHASE PLAN APPLICATION FORM AND INSTRUCTIONS

THIS DOCUMENT IS IMPORTANT. IF YOU ARE IN DOUBT AS TO HOW TO DEAL WITH IT, PLEASE CONTACT YOUR STOCKBROKER OR LICENSED PROFESSIONAL ADVISER.

REGISTERED OFFICE 14 View Street NORTH PERTH WA 6006

«Holder_Name___________________» «Address_Line_1________________» «Address_Line_2________________» «Address_Line_3________________» «Address_Line_4________________»

SHARE REGISTRY Security Transfer Registrars Pty Ltd 770 Canning Highway APPLECROSS WA 6153

Holder Number: «Holder_No»

PLEASE READ CAREFULLY ALL INSTRUCTIONS ON THE BACK OF THIS FORM.

I/We apply for (please tick one box only)

	TICK ONE BOX	NUMBER OF NEW SHARES	AMOUNT AT 10 CENTS PER SHARE
OFFER A		10,000	$1,000.00
OFFER B		20,000	$2,000.00
OFFER C		30,000	$3,000.00
OFFER D		40,000	$4,000.00
OFFER E		50,000	$5,000.00

in MEC RESOURCES LTD or such lesser number of Shares which may be allocated to me/us by the Directors. To the Directors MEC Resources Ltd

1. I/We the above mentioned, being registered at 5.00pm (WST) on the Record Date as the holder(s) of Shares in your Company hereby accept the above mentioned Shares, as indicated, to be issued in accordance with the enclosed Shareholder Share Purchase Plan;

2. I/We enclose my/our cheque made payable to MEC Resources Ltd Trust Account, for the amount shown being payment at the rate of 10 cents per new Share;

3. I/We hereby authorise you to place my/our name(s) on the register of share holders in respect of the number of Shares allotted to me/us and;

4. I/We agree to be bound by the Constitution of the Company.

RETURN OF THIS DOCUMENT WITH THE REQUIRED REMITTANCE WILL CONSTITUTE YOUR ACCEPTANCE OF THE SECURITIES BEING OFFERED

	Drawer	Bank	Branch or	Amount
PLEASE ENTER			BSB	AUD$
CHEQUE DETAILS

My/Our contact details in the case of inquiry are:

Telephone ( ) . . . . . . . . . . . . . . . . . Fax ( ) . . . . . . . . . . . . . . . . . . . .Contact Name . . . . . . . . . . . . . . . . . . . . . . . . .

NOTE: Cheques should be made payable to MEC Resources Ltd Trust Account , crossed NOT NEGOTIABLE and forwarded to Security Transfer Registrars Pty Ltd, PO BOX 535, Applecross, Western Australia, 6953 to arrive no later than 5.00pm Western Standard Time on 17[th] August 2007.

Complete this panel and sign below only if your Issuer Sponsored address is incorrect (Chess holders can only amend their address by advising their sponsoring Broker) New Address: . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . Signature(s): . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Date: . . . . . . . . . . . . . . . .

Please indicate your correct title : Director / Secretary / .................................

THE DIRECTORS RESERVE THE RIGHT TO MAKE AMENDMENTS TO THIS FORM WHERE APPROPRIATE

ISSUE CLOSES 5.00PM W.S.T. 17[th] AUGUST 2007

FOR INSTRUCTIONS ON COMPLETING AND LODGING THIS APPLICATION FORM, PLEASE SEE BELOW. IF YOU ARE UNSURE HOW TO COMPLETE THIS APPLICATION FORM, PLEASE CONTACT SECURITY TRANSFER REGISTRARS PTY LTD TEL: 08 9315 2333

CERTIFICATION

By completing and returning this Application Form, with my cheque(s) payment for the application monies, I/we hereby:

1. Acknowledge that I/we have read and understood the Terms and Conditions of the MEC Resources Ltd Share Purchase Plan;

2. Agree to be bound by the Terms and Conditions of the MEC Resources Ltd Share Purchase Plan and the Company's Constitution.

3. Agree to accept any lesser number of new shares than the number of new shares applied for; and

4. Certify that the amount of shares subscribed for by me/us pursuant to the MEC Resources Ltd Share Purchase Plan (being a maximum of $5,000 worth of shares) does not exceed $5,000, taking into account the shares the subject of this application and any other shares applied for by me/us under the MEC Resources Ltd Share Purchase Plan or any similar arrangement within the 12 months prior to this application including joint and other beneficial interests.

INSTRUCTIONS TO COMPLETE APPLICATION FORM

• Completion of Application Form

Insert the total amount of your subscription payment in the box headed "Amount Enclosed". If the amount of your stated payment is a different amount to the actual total of cheques included with this Application Form, the Company reserves the right to either reject your application or accept it in respect of the lesser of your stated subscription amount or your actual payment total. Receipts for payment will not be issued.

Please complete all relevant sections of the Application Form using BLOCK LETTERS.

Please see the instructions below under the heading "Payment" in relation to how you may pay for the new shares subscribed for.

• How to Lodge your Application

The completed Application Form, together with your payment for the full amount of new shares applied for; should be returned with this Application. This must be received by Security Transfer Registrars or the Company by 5:00pm WST on 17[th] August 2007.

The Company's Share Registry is located at the addresses set out below:

Security Transfer Registrars Pty Ltd Security Transfer Registrars Pty Ltd PO Box 535 770 Canning Highway Applecross WA 6953 Applecross WA 6153

• Payment

You may pay for the new shares applied for by cheque. Cash payment will not be accepted.

Payments must be made in Australian Currency and cheque(s) must be drawn on an Australian Bank.

Complete cheque details as requested. Cheque(s) must be made payable to "MEC Resources Ltd Trust Account”

and crossed "not negotiable ". Cheque(s) not properly drawn may be rejected. Cheques will generally be deposited on the day of receipt. If cheque(s) are dishonoured the application will be rejected.

• Limitation on Participation

The maximum subscription limitation of $5,000.00 will apply even if an Eligible Shareholder has received more than one Application Form (whether in respect of a joint holding or because the Eligible Shareholder has more than one holding under separate share accounts).

MEC RESOURCES LTD TERMS AND CONDITIONS OF SSPP ÁBN: 44 113 900 020

This document sets out the terms and conditions governing an offer of shares made to Eligible Members under the MEC Resources Ltd Shareholder Share Purchase Plan (“SSPP”).

1: Definitions

In this SSPP, unless the context otherwise indicates:

Acceptance Period means the period commencing on the date on which Offers under that SSPP are sent to Eligible Members and ceasing on the Closing Date;

ASX means Australian Securities Exchange Limited;

ASX Listing Rules means the Listing Rules of ASX;

Board means the board of directors of the Company;

Business Day means Monday to Friday inclusive, except New Year’s Day, Good Friday, Easter Monday, Christmas Day, Boxing Day, and any other day that ASX declares is not a business day;

Closing Date means the date specified in an Offer, or such later date as may be determined by the Board;

Company means MEC Resources Ltd ;

Eligible Members means members of the Company eligible to participate in an Offer as determined under clause 2;

Offer means a non-renounceable offer of Shares to Eligible Members under the SSPP from time to time;

Market Price means the weighted average sale price of Shares in an ordinary course of trading on ASX over the five (5) Business Days the stock traded immediately prior to that date of the Company announcing its intention to make an Offer. If no Shares have been sold on ASX during those five business days, the Purchase Price will be determined by the Board having regard to the last price per Share of such Shares in the Company sold in the ordinary course of trading on ASX prior to the date of such announcement;

Purchase Price means the subscription price for each Share determined in accordance with clause 5 and specified in each Offer;

Record Date means the date for determining eligibility in an Offer as may be determined by the Board;

SSPP means the MEC Resources Ltd Shareholder Share Purchase Plan approved by the Board from time to time;

Shares means fully paid ordinary shares in the Company; and

Terms means the terms of the SSPP, as amended and modified from time to time.

MEC RESOURCES LTD TERMS AND CONDITIONS OF SSPP ÁBN: 44 113 900 020

2: Eligibility to Participate

• 2.1 The members of the Company who will be eligible to apply for Shares under an Offer (the “Eligible Members”) are those who:

  • are recorded in the Company’s register of members at 5pm Western Standard Time on the relevant Record Date, as determined by the Board, for that Offer

  • have an address (as recorded in the Company’s register of members) in a jurisdiction in which it is lawful and practical for the Company to offer and issue shares under the SSPP (in the reasonable opinion of the board); and

  • the Company has received an application form together with the application monies during the Acceptance Period

• 2.2 The Board may from time to time decide that the right to participate in the SSPP will not be available to members who have registered addresses in a country or a place where participation in the SSPP would or may be unlawful, if no registration statement is given or other formality under the laws of that country or place is not complied with.

3: Application Forms

• 3.1 The Company will not accept an application form unless:

  • (a) it is received during the Acceptance Period; and

• (b) the Eligible Member provides the appropriate monies to accompany the application form.

• 3.2 In response to an Offer, Eligible Members:

  • (a) must apply for at least the minimum $1,000.00 worth of Shares (based on the Purchase Price for that offer);

  • (b) may only apply for Shares in multiples of 5,000 shares as set out in the application form (based on the Purchase Price for that offer); and

  • (c) may only apply for such number of Shares that will result in the total Purchase Price for that Offer when aggregated with the total Purchase Price paid in response to all other Offers in the 12 month period prior to the date of that Offer not exceeding $5,000.00 worth of Shares (based on the Purchase Price of each relevant Offer).

• 3.3 In respect of application monies received from an Eligible Member, the Company will, at any time earlier and/or within 7 Days of the Closing Date (“Allotment Period”):

  • (a) credit that Eligible Member with so much of the application monies as does not exceed $5,000.00 when added to all other application monies (if any) received from the Eligible Member in the preceding 12 months, pursuant to the SSPP (“Allowable Cash Contribution”);

  • (b) determine the maximum number of additional Shares referable to the Allowable Cash Contribution; and

  • (c) return to the Eligible Member so much of the application monies, if any, received from them as exceeds the Allowable Cash Contribution.

4: Operation of the SSPP

• 4.1 All Offers made under the SSPP are non-renounceable.

• 4.2 Participation in the SSPP by Eligible Members is entirely optional and is subject to these Terms.

• 4.3 Each Eligible Member is solely responsible for obtaining any government or regulatory approvals and consents necessary for that Eligible Member to be eligible to participate in the SSPP.

5: Calculation of the Purchase Price and Acceptance of Risk Factors

• 5.1 The Purchase Price of Shares under an Offer will be determined by the Board at the time each Offer is made, but must be offered at a discount to the Market Price.

• 5.2 By accepting an Offer and applying for Shares under the SSPP, each Eligible Member will be acknowledging that although the Purchase Price is at a discount to the Market Price, Shares are a speculative investment and the price of Shares on ASX may change between the date of the Company announcing its intention to make an Offer and the date of issue of Shares under that Offer and that the price and/or value of the Shares received under the SSPP may rise or fall accordingly.

MEC RESOURCES LTD TERMS AND CONDITIONS OF SSPP ÁBN: 44 113 900 020

6: Terms of Issue of Shares

6.1	The Board reserves the right to refuse an application (in whole or in part) if it considers that:
	(a)the applicant is not an Eligible Member;
	(b)the issue of those Shares would contravene any law or the ASX Listing Rules; or
	(c)the applicant has not otherwise complied with the terms of the SSPP.
6.2	Shares will not be allotted under the SSPP, unless and until all necessary shareholder approvals or relevant
	ASX waivers are obtained to ensure that the issue of the Shares does not contravene any laws or the ASX
	Listing Rules.
6.3	The Company reserves the right to allot fewer or no Shares than an Eligible Member applies for pursuant to an
	Offer or if the necessary shareholder approval for the issue of Shares is not obtained, or if the Company
	believes that the allotment of those Shares would otherwise contravene any law or ASX Listing Rule. In the
	event the Company is not permitted to issue all the Shares offered as a result of any law or ASX Listing Rule,
	the Company will use its best endeavors to allocate Shares to Eligible Members applying for Shares on a pro-
	rata basis or on some other equitable basis as may be determined by the Board.
6.4	From their date of issue, Shares allotted under the SSPP will rank equally in all respects with the then existing
	fully paid ordinary shares in the Company and therefore will carry the same voting rights, dividend rights and
	other entitlements.
6.5	The Company will apply for quotation on ASX of Shares issued under the SSPP, within the period prescribed
	by the ASX Listing Rules.
6.6	No brokerage, commissions or other transaction costs will be payable by Eligible Members in respect of an
	application for, and an issue of, Shares under the SSPP.
6.7	Subject to clause 6.1, 6.2 and 6.3 Shares will be issued and holding statements dispatched no later than 15
	Business Days after the Closing Date stipulated in respect of an Offer.
7: General
7.1	The SSPP will be administered by the Board or a committee of the Board who will have an absolute discretion
	to:
	(a)determine appropriate procedures for administration of the SSPP consistent with these Terms;
	(b)resolve conclusively all questions of fact or interpretation arising in connection with the SSPP or
	these Terms; and
	(c)delegate to any one or more persons, for such period and on such conditions as they may determine,
	the exercise of their powers or discretions under the SSPP or these Terms.
7.2	The SSPP and these Terms may be suspended, terminated or amended at any time by the Board.
7.3	The SSPP will operate until terminated by the board.
7.4	The Board may resolve any dispute concerning the SSPP in such manner as they see fit or adopt any
	administrative procedures in relation to the SSPP as they deem appropriate. The decision of the board will be
	final and binding on the parties to the dispute or the Eligible Members or both, as the case may be.
7.5	Interpretation : In this plan ,unless the context otherwise requires:
	(a) Joint holders: If you are recorded with one or more other persons as the joint holder of a holding of MEC
	Resources Ltd Shares, that joint holding is considered to be a single registered holder for the purpose of
	the SSPP, and the joint holders are entitled to participate in the SSPP in respect of that holding. If the same
	joint holders receive more than one offer under the SSPP due to multiple identical holdings, the joint
	holders may only apply for one maximum parcel of MEC Resources Ltd Shares.

• (b) Trustees and nominees: If a trustee or nominee is expressly noted on the register of members as holding shares on account of another person (a “Beneficiary’):

• (c) The Beneficiary is taken to be the registered holder in regard to those shares; and

• (d) Any application for the issue of shares to the trustee or nominee, is taken to be an application by, or an issue to, the Beneficiary.

7.6 These Terms are governed by and construed in accordance with the laws for the time being in force in the State of Western Australia.