Opthea Ltd — Director's Dealing 2008

Aug 31, 2008

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1 September 2008

The Companies Section The Australian Stock Exchange Limited South Tower, Rialto Level 45 525 Collins Street MELBOURNE VIC 3000

Dear Sir/Madam

Appendix 3Y – Change of Director’s Interest Notice

Please find enclosed a Change of Director’s Interest Notice in respect to the acquisition of Circadian shares by the Company’s Managing Director, Robert Klupacs.

Yours sincerely

Natalie Korchev Company Secretary

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Level 1, 10 Wallace Avenue, Toorak, Victoria 3142, Australia P: +61 (3) 9826 0399 F: +61 (3) 9824 0083 www.circadian.com.au

Circadian Technologies Limited ABN 32 006 340 567

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 CIRCADIAN TECHNOLOGIES LIMITED ABN 32 006 340 567

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	ROBERT KLUPACS
Date of last notice	1 MARCH 2008

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 INTEREST
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	N/A
Date of change	22 AUGUST 2008

• See chapter 19 for defined terms.

11/3/2002

Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to change	DIRECT INTEREST - 58,215 ORDINARY SHARES 500,000 EMPLOYEE OPTIONS(UNLISTED SECURITIES) EXERCISE PRICE: $1.50 FIRST EXERCISE DATE: 8/2/2011 (subject to share price performance hurdles being met) EXPIRY DATE: 8/2/2012 (CIRAQ) 500,000 EMPLOYEE OPTIONS(UNLISTED SECURITIES) EXERCISE PRICE: $1.30 FIRST EXERCISE DATE: 8/2/2011 (subject to share price performance hurdles being met) EXPIRY DATE: 8/2/2012 (CIRAU)
Class	ORDINARY SHARES
Number acquired	27,266 ORDINARY SHARES
Number disposed	NIL
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	TOTAL CONSIDERATION - $25,894
No. of securities held after change	DIRECT INTEREST – 85,481 ORDINARY SHARES 500,000 EMPLOYEE OPTIONS(UNLISTED SECURITIES) EXERCISE PRICE: $1.50 FIRST EXERCISE DATE: 8/2/2011 (subject to share price performance hurdles being met) EXPIRY DATE: 8/2/2012 (CIRAQ) 500,000 EMPLOYEE OPTIONS(UNLISTED SECURITIES) EXERCISE PRICE: $1.30 FIRST EXERCISE DATE: 8/2/2011 (subject to share price performance hurdles being met) EXPIRY DATE: 8/2/2012 (CIRAU)
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

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

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.

11/3/2002

Appendix 3Y Page 3