MGX RESOURCES LIMITED — Director's Dealing 2005

Sep 29, 2005

Appendix 3Y

Rule 3.19A.2

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	MOUNT GIBSON IRON LIMITED
ABN	87 008 670 817

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	William B Willis
Date of last notice	8 September 2005

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 ĺ.
	$\overline{2}$ . Indirect
Nature of indirect interest	William B Willis <cameron wallacea)
(including registered holder)	A/c
Note: Provide details of the circumstances giving rise to the relevant interest.	William B Willis $\triangleleft$ ake Willis A/c> b).
	William B Willis $\langle$ Trey Dawson A/c $\rangle$ c).
	William B Willis and Rhonda M Willis d).
	$\le$ Willis Super Fund A/c $>$
Date of change	Week ending 30 September 2005
No. of securities held prior to change	1: A: $200,000$
	2a): A: 40.000
	2b) A: 40,000
	2c) A: 40,000
	2d) A: 450,000
	2d) B: 970,000
	2d) C: 1,000,000
Class	A. ordinary shares
	B, options exercisable at 22 cents on or
	before 15/10/05
	C. unlisted options exercisable after 31
	December 2005 (providing continuing as
	a Director on that date) and on or before
	31 December 2006 at 25 cents

⁺ See chapter 19 for defined terms.

2d) A: 970,000
2d) A: 400,000
2d) B: 970,000
22 cents each
1: A: $200,000$
$(2a)$ : A: $40,000$
$2b)$ A: 40,000
$2e)$ A: 40,000
2d) A: 1,020.000
2d) C: 1,000,000
Exercise of options with expiry date of 15
October 2005, and sale of shares to fund the
exercise of options

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

$+$ See chapter 19 for defined terms.