PROSPECT RESOURCES LIMITED — Director's Dealing 2013

Oct 20, 2013

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 30/09/01 Amended 01/01/11

Name of entity Prospect Resources Limited

ABN 30 124 354 329

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	Duncan (Harry) Greaves
Date of last notice	27 September 2013

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 relevantinterest.	Continental Minerals Limited, a companybased in Zimbabwe, holding the sharesacquired (13,457,944) on trust for MrGreaves.
Date of change	14 October 2013
No. of securities held prior to change	12,500,000 unlisted options exercisable at$0.015peroptiononorbefore30 June 2015

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Class	Fully paid ordinary shares
Number acquired	13,457,944 fully paid ordinary shares
Number disposed	Nil
Value/ConsiderationNote: If consideration is non-cash, provide details and estimatedvaluation	Non-cash consideration in the form ofminingopportunitiesthatwillbeexclusively presented to the Company inaccordancewiththePlacementExclusivity Agreement dated 15 July 2013between the Company and ContinentalMining Limited, as outlined in Part B oftheNoticeofMeetingdated22 August 2013.
No. of securities held after change	13,457,944 fully paid ordinary shares12,500,000 unlisted options exercisable at$0.015peroptiononorbefore30 June 2015
Nature of changeExample: on-market trade, off-market trade, exercise of options,issue of securities under dividend reinvestment plan, participation inbuy-back	Issue of shares pursuant to Resolution 9of the Notice of Meeting dated 22 August2013 and passed by shareholders of theCompany at the 2013 ExtraordinaryGeneral Meeting held at 11am on 23September 2013

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	-

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Name of registered holder(if issued securities)	-
Date of change	-
No. and class of securities to whichinterest related prior to changeNote: Details are only required for a contract inrelation to which the interest has changed	-
Interest acquired	-
Interest disposed	-
Value/ConsiderationNote: If consideration is non-cash, provide detailsand an estimated valuation	-
Interest after change	-

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailedabove traded during a+closed period where prior writtenclearance was required?	No
If so, was prior written clearance provided to allow the tradeto proceed during this period?
If prior written clearance was provided, on what date was thisprovided?

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3