QUANTUM GRAPHITE LIMITED — Director's Dealing 2015

Jan 19, 2015

ASIA PACIFIC I EUROPE I NORTH AMERICA

ASX ANNOUNCEMENT ASX: VXL & VXLO

Tuesday, 20 January 2015

Change of Director's Interest

Valence Industries Limited (ASX: VXL & VXLO) ("Valence" or "the Company") advises that director Ian Pattison holds 180,000 VXLO options indirectly via Inverarey Pty Ltd <Kilchurn Trust A/C>. There has been no change in this holding since Mr Pattison was appointed a director. The previously lodged Appendix 3Y (23 December 2014) and Appendix 3X (10 December 2014) incorrectly advised that the holding was 160,000 VXLO options.

An updated Appendix 3Y is attached to this announcement.

For further information, please contact: Jaroslaw (Jarek) Kopias CFO & Company Secretary Valence Industries info@valenceindustries.com +61 8 8418 8564

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	Valence Industries Limited
ABN	41 008 101 979

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	Ian David PATTISON
Date of last notice	23 December 2014

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.	Mr Pattison has a beneficial interest in eachof the entities holding securities in thecompany.
Date of change	Not applicable

+ See chapter 19 for defined terms.

No. of securities held prior to change
Chimaera Capital Limited <beas investments<br="">Pty Ltd A/C>	150,000VXL Shares200,000VXLO Options75,000Unlisted Options
Chimaera Capital Limited <ian atf<br="" pattison="">AEP No 3 Testamentary Trust A/C>	1,950,000 VXL Shares2,150,000 VXLO Options1,075,000 Unlisted Options
Ian Pattison and Katherine Forrest ATF SylvanSuperannuation Fund	1,440,000 VXL Shares1,300,000 VXLO Options
Chimaera Capital Limited <ian and<br="" pattison="">Katherine Forrest ATF Sylvan SuperannuationFund A/C>	500,000 Unlisted Options
Chimaera Capital Limited <inverarey ltd<br="" pty="">ATF Kilchurn Trust A/C>	450,000 VXL Shares450,000 VXLO Options225,000 Unlisted Options
Inverarey Pty Ltd	160,000 VXLO Options
Fuddy Pty Ltd ATF Pattison SuperannuationFund	600,000 VXL Shares600,000 VXLO Options
Class	VXL Shares - fully paid ordinary shares.
	VXLO Options - Quoted options with exerciseprice of 25 cents and expiry of 31 July 2016.
	Unlisted Options -Unquoted options withexercise price of 25 cents and expiry of 31July 2016.
Number acquired	Nil
Number disposed	Nil
Value/ConsiderationNote: If consideration is non-cash, provide details and estimatedvaluation	Nil

+ See chapter 19 for defined terms.

No. of securities held after change
Chimaera Capital Limited <beas investments<br="">Pty Ltd A/C>	150,000VXL Shares200,000VXLO Options75,000Unlisted Options
Chimaera Capital Limited <ian atf<br="" pattison="">AEP No 3 Testamentary Trust A/C>	1,950,000 VXL Shares2,150,000 VXLO Options1,075,000 Unlisted Options
Ian Pattison and Katherine Forrest ATF SylvanSuperannuation Fund	1,440,000 VXL Shares1,300,000 VXLO Options
Chimaera Capital Limited <ian and<br="" pattison="">Katherine Forrest ATF Sylvan SuperannuationFund A/C>	500,000 Unlisted Options
Chimaera Capital Limited <inverarey ltd<br="" pty="">ATF Kilchurn Trust A/C>	450,000 VXL Shares450,000 VXLO Options225,000 Unlisted Options
Inverarey Pty Ltd	180,000 VXLO Options
Fuddy Pty Ltd ATF Pattison SuperannuationFund	600,000 VXL Shares600,000 VXLO Options
Nature of changeExample: on-market trade, off-market trade, exercise of options,issue of securities under dividend reinvestment plan, participation inbuy-back	Correction to VXLO Option held by InverareyPty Ltd from 160,000 to180,000.

+ See chapter 19 for defined terms.

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	Not Applicable
Nature of interest
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

Were the interests in the securities or contracts detailed	Not applicable
above traded during a +closed periodwhere prior written
clearance was required?
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.