NEOMETALS LTD — Capital/Financing Update 2006

Aug 1, 2006

97 Outram Street West Perth WA 6005 Tel: + 61 8 9322 1182 Fax: + 61 8 9321 0556

2 August 2006

Company Announcements Office Australian Stock Exchange Limited via Electronic Lodgement

Dear Sirs,

RENEWAL OF DIRECTORS' CONTRACTS AND APPENDIX 3B

The Company is pleased to advise that each of the directors of the Company, and being:

• (a) David Reed;
• $(b)$ Christopher Reed;
• $(c)$ Peter Collins (non-executive); and
• (d) lan Junk (non-executive),

have renewed their contracts with the Company. Both David Reed and Christopher Reed have extended their term for a further 3 years.

Under their respective contracts the following directors are entitled to be granted the following number of additional options exercisable until 30 June 2011 at an exercise price of \$0.75, subject to the approval of the shareholders of the Company prior to the grant of such options:

Christopher Reed	1,000,000
Peter Collins	500,000
lan Junk-	500,000

The Company's present intention is to seek such approval at the annual general meeting of the Company to be held later this year. The explanatory memorandum to the notice of annual general meeting will set out specific details and the terms of the options proposed to be issued to each director.

In addition, the Board has approved a further grant of options under the Company's Employee Share Option Plan, to two of its key employees employed in the Company's Comet Vale Gold Project. The options granted are exercisable until 30 June 2011 at an exercise price of \$0.75.

Enclosed is the Appendix 3B in relation to the above grants of options under the existing Employee Share Option Plan.

Yours faithfully,

Gheed

Christopher Reed Executive Director Company Secretary

Appendix 3B

New issue announcement. application for quotation of additional securities and agreement

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.

700,000

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.

Name of entity

Reed Resources Ltd

ABN 89 099 116 631

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

$\mathbf{1}$ ⁺Class of ⁺securities issued or to be issued

Unlisted Options exercisable at \$0.75 each

• $\overline{z}$ Number of *securities issued or to be issued (if known) or maximum number which may be issued
• 3 Principal terms of the "securities (eg, if options, exercise price and expiry date; if partly paid *securities, the amount outstanding and due dates for payment; if convertible securities, the conversion price and dates for conversion)

Unlisted options to acquire one fully paid ordinary share per option, issued under the Employee Share Option Plan; 350,000 options exercisable after 12 months of issue at \$0.75 each; 350,000 options exercisable after 18 months of issue at \$0.75 each; Expiry 30 June 2011.

Do the $\pm$ securities rank equally in all $\pm$ $\overline{4}$ respects from the date of allotment with an existing *class of quoted *securities?

If the additional securities do not rank equally, please state:

• the date from which they do $\bullet$
• the extent to which they $\bullet$ participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not ٠ rank equally, other than in relation to the next dividend, distribution or interest payment

5 Issue price or consideration

Purpose of the issue 6 (If issued as consideration for the acquisition of assets, clearly identify those assets)

Unlisted options issued at nil consideration

Issued under Employee Share Option Plan

• $\boldsymbol{7}$ Dates of entering *securities into uncertificated holdings or despatch of certificates
• 8 $^+$ class Number and of all *securities quoted on ASX (including the securities in clause 2 if applicable)

Number	+ Class
80,100,000	Ordinary fully paid

Number	+ Class
2,550,000	Unlisted options exercisable at \$0.35 each, expiry 31/12/2008
1,000,000	Unlisted options exercisable at \$0.50 each, expiry 1/7/2010
700,000	Unlisted options exercisable at \$0.75 each, expiry 30/6/2011

Dividend policy (in the case of a $\sqrt{\phantom{a}}$ No change in existing policy $10\,$ trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

11	holder Ĩš security approval required?
12	Is the issue renounceable or non- renounceable?
13	Ratio in which the "securities will be offered
14	Class of securities to which the offer relates
15	*Record determine date to entitlements
16	Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
17	Policy for deciding entitlements in relation to fractions
18	Names of countries in which the entity has "security holders who will not he sent new issue documents
	Note: Security holders must be told how their entitlements are to be dealt with.
	Cross reference: rule 7.7.

19 Closing date for receipt οf acceptances or renunciations

• 20 Names of any underwriters
• 21 Amount of any underwriting fee or commission
• $22₁$ Names of any brokers to the issue
• 23 Fee or commission payable to the broker to the issue
• 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of "security holders
• 25 If the issue is contingent on *security holders' approval, the date of the meeting
• 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled
• 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders
• Date rights trading will begin (if 28 applicable)
• 29 Date rights trading will end (if applicable)
• How do *security holders sell their 30 entitlements in full through a broker?
• 31 How do *security holders sell part of their entitlements through a broker and accept for the balance?

• 32 How do *security holders dispose of their entitlements (except by sale through a broker)?
• 33 *Despatch date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• 34 Type of securities (tick one)
• Securities described in Part 1 $(a)$
• All other securities $(b)$ Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35

If the "securities are "equity securities, the names of the 20 largest holders of the additional *securities, and the number and percentage of additional *securities held by those holders

• 36 If the "securities are "equity securities, a distribution schedule of the additional *securities setting out the number of holders in the categories $1 - 1,000$ $1,001 - 5,000$ $5,001 - 10,000$ 10,001 - 100,000 100,001 and over
• 37 A copy of any trust deed for the additional *securities

Entities that have ticked box 34(b)

• Number of securities for which 38 ^*quotation is sought 39 Class of *securities for which quotation is sought 40 Do the *securities rank equally in all respects from the date of allotment with an existing *class of quoted *securities? If the additional securities do not rank equally, please state: • the date from which they do the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) 42 Number and *class of all *securities
• quoted on ASX (including the securities in clause 38)

Number	+ Class

Quotation agreement

• $\mathbf{I}$ *Quotation of our additional *securities is in ASX's absolute discretion. ASX may quote the *securities on any conditions it decides.
• $\overline{2}$ We warrant the following to ASX.
• The issue of the *securities to be quoted complies with the law and is not for an illegal purpose.
• There is no reason why those "securities should not be granted "quotation.
• An offer of the "securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any *securities to be quoted and that no-one has any right to return any "securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the *securities be quoted.
• We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the *securities to be quoted, it has been provided at the time that we request that the *securities be quoted.

• If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the *securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• We give ASX the information and documents required by this form. If any $\overline{4}$ information or document not available now, will give it to ASX before *quotation of the *securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

GReed

Sign here:

Date: 2 August 2006 (Director/Company secretary)

Print name:

Christopher John Reed

$\overline{\text{modim}} \cdot \overline{\text{modim}} \cdot \overline{\text{modim}} \cdot \overline{\text{modim}}$