NEOMETALS LTD — Director's Dealing 2006

Aug 30, 2006

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

31 August 2006

Company Announcements Office Australian Stock Exchange Limited Via Electronic Lodgement

Dear Sirs,

CHANGE OF DIRECTOR'S INTEREST CHANGE IN SUBSTANTIAL SHAREHOLDING

Please find attached an Appendix 3Y Notice and a Form 604.

Yours faithfully,

GReed

Christopher Reed Executive Director Company Secretary

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	REED RESOURCES LTD
IABN	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	25 AUGUST 2006

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.	C. TRUCKING NOMINEES PTY LTD ATF D.J.REED SUPERANNUATION FUND (DIRECTOR & FUND MEMBER)
Date of change	24 AUGUST 2006 ĺ. 25 AUGUST 2006 2. 3. 28 AUGUST 2006 29 AUGUST 2006 4. 5. 30 AUGUST 2006
No. of securities held prior to change
A. DAVID JOHN REED	11,892,115
B. TRUCKING NOMINEES PTY LTD	3,200,000
C. TRUCKING NOMINEES PTY LTD ATF D.J.REED SUPERANNUATION FUND	6,148,750
D. HIDITH MARY REED	100,000
Class	FULLY PAID ORDINARY SHARES

Number acquired	104,714 ĺ.
	2. 19,700
	3. 34,297
	4. 1,500
	5. 3,039
Number disposed
Value/Consideration	\$46,195.79 ĺ.
Note: If consideration is non-cash, provide details and estimated valuation	\$8,889.00 2.
	3. \$15,451.33
	4. \$ 675.00
	5. \$1,382.75
No. of securities held after change
A. DAVID JOHN REED	11,892,115
B. TRUCKING NOMINEES PTY LTD	3,200,000
C. TRUCKING NOMINEES PTY LTD ATF D.J.REED SUPERANNUATION FUND	6,312,000
D. JUDITH MARY REED	100,000
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	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.

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
Interest acquired
Interest disposed
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation
Interest after change

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	REED RESOURCES LTD
ACN/ARSN	099 116 631
1. Details of substantial holder(1) Name	REFER TO ANNEXURE A
ACN/ARSN (if applicable)
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	30/8/06 19/12/05 19/12/05

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	$20,704,115$ 29.58%		21,504,115 26.84%

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 fast required to give a substantial holding notice to the company or scheme 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	Person's votes affected
				affected
	REFER TO ANNEXURE B

4. Present relevant interests

Partículars 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 (6)	Class and number of securities	Person's votes
	REFER TO ANNEKURE C

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 ACN/ARSN (if applicable)	Nature of association
	NOT APPLICABLE

6. Addresses

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

Name	Address
	REFER TO ANNEXURE D

Signature

OWN RIGHT AND AS DIRECTOR

print name	DAVID JOHN	REED	capacity		TRUCKING NOMINEES	PTY	LTD

sign here

date $31 / 8$ $12006$

DIRECTIONS

• $\left( 1\right)$ 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 equity trust), the names could be included in an annexure to the form. If the refevant 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
• $(2)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
• $(5)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• $(6)$ Include details of:
• ${a}$ any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying 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 powers or disposal of the securities to (b) which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

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

• $\left( \vec{l}\right)$ Details of the consideration must include any and all benefits, money and other, that any person from whom a refevant interest was acquired has, or may, becomie 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.
• 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". $(8)$
• (9) Give details, if appropriate, of the present association and any change in that association since the fast substantial holding notice.

The annexure of one page marked Annexure A in Form 604, being Notice of change of interests of substantial shareholder

Name	ACN (if applicable)
David John Reed
Judith Mary Reed
Trucking Nominees Pty Ltd	008 911 233
Trucking Nominees Pty Ltd ATF DJ Reed Superannuation Fund	008 911 233

The annexure of one page marked Annexure B in Form 604, being Notice of change of interests of substantial shareholder

Dareyo) change	Person whose relevant interest changed	Nature of change	Consideration given in relation to change	Classiand number of securities affected
	14/08/2006 Trucking Nominees Pty Ltd ATF DJ Reed Super Fund	On-Market Purchase	\$ 102,439.21	242,347
	15/08/2006 Trucking Nominees Pty Ltd ATF DJ Reed Super Fund	On-Market Purchase	12,405.02 S	28,754
	16/08/2006 Trucking Nominees Pty Ltd ATF DJ Reed Super Fund	On-Market Purchase	S 54,328.74	128,899
	17/08/2006 Trucking Nominees Pty Ltd ATF DJ Reed Super Fund	On-Market Purchase	$\overline{\mathbb{S}}$ 7,839.00	18,000
	18/08/2006 Trucking Nominees Pty Ltd ATF DJ Reed Super Fund	On-Market Purchase	13,760.00 Ŝ	32,000
	21/08/2006 Trucking Nominees Pty Ltd ATF DJ Reed Super Fund	On-Market Purchase	13,149.00 s	30,000
	22/08/2006 Trucking Nominees Pty Ltd ATF DJ Reed Super Fund	On-Market Purchase	16,717.75 S	41,375
	23/08/2006 Trucking Nominees Pty Ltd ATF DJ Reed Super Fund	On-Market Purchase	$\overline{\mathbb{S}}$ 38,421.45	85,375
	24/08/2006 Trucking Nominees Pty Ltd ATF DJ Reed Super Fund	On-Market Purchase	$\overline{\mathbb{S}}$ 59,740.34	134,714
	25/08/2006 Trucking Nominees Pty Ltd ATF DJ Reed Super Fund	On-Market Purchase	8,889.00 $\overline{\mathbb{S}}$	19,700
	28/08/2006 Trucking Nominees Pty Ltd ATF DJ Reed Super Fund	On-Market Purchase	15,451.33 Ő.	34,297
	29/08/2006 Trucking Nominees Pty Ltd ATF DJ Reed Super Fund	On-Market Purchase	S 675.00	1,500
	30/08/2006 Trucking Nominees Pty Ltd ATF DJ Reed Super Fund	On-Market Purchase	$\overline{\mathbb{S}}$ 1,382.75	3,039

The annexure of one page marked Annexure C in Form 604, being Notice of change of interests of substantial shareholder

Eologia relevant Interest	Registered holder of securities	Person entitled to be registered relevant as holder	Nature of interest	Class and number of securities	Person's votes
David John Reed	David John Reed	David John Reed	Registered and beneficial owner	11,892,115	14.85%
Judith Mary Reed	Judith Mary Reed	Judith Mary Reed	Spouse of David John Reed	100,000	0.12%
Trucking Nominees $P$ ty Ltd	Trucking Nominees Pty Ltd	Trucking Nominees Pty Ltd	David John Reed has a controlling interest in Trucking Nominees Pty Ltd	3,200,000	4.00%
Trucking Nominees $P$ ty Ltd Super Fund)	Trucking Nominees Pty Ltd (ATF DJ Reed (ATF DJ Reed (ATF DJ Reed Super Fund)	Trucking Nominees Pty Ltd Super Fund)	David John Reed is a member of Superannuation Fund	6,312,000	7.88%

The annexure of one page marked Annexure D in Form 604, being Notice of change of interests of substantial shareholder

Name	Address
I David John Reed	19 Avonmore Terrace COTTELSOE WA 6011
Judith Mary Reed	19 Avonmore Terrace COTTELSOE WA 6011
Trucking Nominees Pty Ltd	l56 Ranch Road MARIGINIUP WA 6065