Reed Resources Ltd ABN 89 099 116 631

FACSIMILE TRANSMITTAL SHEET
TO: Company Announcements Office	FROM: Chris Reed
COMPANY: Australian Stock Exchange Ltd	DATE: 30 October 2003
FAX NUMBER: 1900999279	TOTAL NO. OF PAGES INCLUDING COVER: 8
PHONE NUMBER:	SENDER'S REFERENCE NUMBER:
RE: Appendix 3Y, Form 604	YOUR REFERENCE NUMBER:
$\Box$ FOR REVIEW $\square$ URGENT	$\Box$ PI FASE COMMENT $\Box$ PLEASE REPLY $\Box$ PLEASE RECYCLE
NATES A AMMENTS

NOTES/COMMENTS:

REED RESOURCES LTD (ASX: RDR) - CHANGE OF DIRECTORS INTEREST, CHANGE IN SUBSTANTIAL SHAREHOLDING

Please find following notices for release to market.

Appendix $3Y (2 \text{ pages})$
Form $604 (5 \text{ pages})$

If you have any queries please contact me on 08 9322 1182

Kind regards

CPReed.

C J Reed DIRECTOR

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	REED RESOURCES LTD
ABN	--------------------------------------- 89 099 116 631

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 JOHN REED
Date of last notice	20 JANUARY 2003

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. Date of change	TRUCKING NOMINEES PTY LTD ATF D.J.REED SUPERANNUATION FUND MEMBER OF FUND 29 OCTOBER 2003
No. of securities held prior to change Class	1,470,000 FULLY PAID ORDINARY SHARES
Number acquired	150,000
Number disposed Value/Consideration Note: If consideration is non-eash, provide details and estimated valuation.	$\blacksquare$ \$30,099
No. of securities held after change	1,620,000

⁺ See chapter 19 for defined terms.

Appendix 3Y Change of Director's Interest Notice

Nature of change Example: on-market trade, off-market trade, exercise of options, issue of	ON MARKET TRADE
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	NIL
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.

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	REED RESOURCES LIMITED
ACN/ARSN	099 116 631
1. Details of substantial holder(1) Name ACN/ARSN (if applicable)	DAVID JOHN REED
There was a change in the interests of the substantial holder on The previous notice was given to the company on The previous notice was dated	29/10/03 20, 1, 03 -03 20.

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes!	Voting power (5)
ORDINARY FP	$ 17,362,115 $ 35.43 %		$ 17,512,115,35.2\%$	-----
.		-----

3. Changes in relevant interests

Particulars of each change In, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or schome are as follows:

Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
	REFER ANNEXURE A

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant Interest (5)	Class and number of securities	Person's votes
	REFER ANNEXURE B

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

. . Name and applicable) -01 лι N/AKSN - ___	--------------------------------------- _ Nature of association	.
____	– - ∽ --- --------- ___

6 Addresses

The addresses of persons named in this form are as follows:

_ Name	______ Address __
__ .	— . . . . _
	---

Signature

DIRECTIONS

If there are a number of substantial holders with similar or related relevant Interests (eg. a corporation and its related corporations, or the manager and trustee of an $(1)$ equity trust), the names could be included in an annoxure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.
See the definition of "associate" in section 9 of the Corporations Act 2001. $^{(2)}$
See the definition of "relevant interest" in sections 608 and 6718(7) of the Corporations Act 2001. $(3)$
$(4)$ The voting shares of a company construte one class unless divided into separate classes.
The person's votes divided by the total votes in the body corporate or scheme multiplied by 100 $(5)$
$\langle 6 \rangle$ include details of:
any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any ω document sotting our the terms of any relevant agreement, and a statement by the parson giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement cortifying this contract, scheme or arrangement: and
any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting cowers or disposal of the securities to (b) which the relevant interest relates (indicating clearly the particular securides to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, becom'e $\left(T_{i}\right)$ entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
$(\mathbf{f})$ If the substantial holder is unable to determine the identity of the person (eq. if the relevant interest arises because of an option) write "unknown".
$[9]$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

The annexure of two pages marked Annexure A in Form 604, being Notice of change of interests of substantial shareholder by David John Reed to Reed Resources Limited

change ²	Date of Wirk Refson whose work was a Natura of a consideration which be standards Trelevant interest with the change of given in relation in number of Alchanged for a state with a state of the storehange and also curilles. a provincia de la componencia de la constantina de la constitución de la constitución de la constitución de la
	29/10/2003 Trucking Nominees Pty Ltd ATF DJ Reed Super Fund	.BUY	30.099.00	150,000

BUY: Aquired shares pursuant to buy contracts entered into in the ordinary course of business at official meetings of Australian Stock Exchange Ltd in accordance with th rules of Australian Stock Exchange Ltd and containing no terms and conditions other than the standard terms and conditions.
Disposed of shares pursuant to sell contracts entered into in the ordinary course of SELL : business at official meetings of Australian Stock Exchange Ltd in accordance with th rules of Australian Stock Exchange Ltd and containing no terms and conditions other than the standard terms and conditions.

The annexure of one page marked Annexure B in Form 604, being Notice of change of interests of substantial shareholder by David John Reed to Reed Resources Limited

Holdedoft Irelevant linterest	Registered Inolder of K securities		TParson entitled a Nettue to Management and State to Be registered Felevants and and the first party as holder. All interest a start in	Tiolas and line son's inumber of livetes Securities Managers
David John IReed	lDavid John. Reed	lDavid John Reed	Registered and beneficial owner	11.892,115	23.90%
Trucking INominees Pty Ltd	Trucking Nominees Pty Ltd	Trucking Nominees Pty Ltd	David John Reed has a controlling interest in Trucking Nominees Pty Ltd	4,000,000	8.04%
Trucking I Nominees Pty Ltd (ATF DJ Reed)(ATF DJ Reed (ATF DJ Reed Super Fund)	Trucking Nominees Pty Ltd (Super Fund)	Trucking Nominees Pty Ltd Super Fund)	David John Reed is a member of Superannuation Fund	1,620,000	3.26%

The annexure of one page marked Annexure C in Form 604, being Notice of change of interests of substantial shareholder by David John Reed to Reed Resources Limited

	INSENSIVATION TYPES TATION TENTER ACCISES IN THE COMMUNICATION
Trucking Nominees Pty Ltd	l56 Ranch Road MARIGINIUP WA 6065
IDavid John I Reed	19 Avonmore Tce COTTELSOE WA 6011

AI assistant

NEOMETALS LTD Director's Dealing 2003