SYNTARA LIMITED — Director's Dealing 2006

Jan 31, 2006

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 PHARMAXIS LTD
ABN	75 082 811 630

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	Brett Charlton
Date of last notice	17 November 2005

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
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to therelevant interest.
Date of change	31 January 2006
No. of securities held prior to change	Ordinary shares: 20,000Options over ordinary shares: 1,705,000
Class	Ordinary sharesUnlisted options
Number acquired	640,000 ordinary shares
Number disposed	Exercise of 640,000 options over ordinary shares
Value/ConsiderationNote: If consideration is non-cash, provide details andestimated valuation	Exercise price of $0.125 per share or $80,000 in total
No. of securities held after change	Ordinary shares: 660,000Options over ordinary shares: 1,065,000

+ See chapter 19 for defined terms.

Nature of change	Exercise of options granted under Pharmaxis Employee
options, issue of securities under dividend reinvestment plan.	Example: on-market trade, off-market trade, exercise of Option Plan and as advised to the ASX on 31 January
participation in buy-back	2006.

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	N/A
Nature of interest
Name of registered holder(if issued securities)
Date of change
No. and class of securities towhich interest related prior tochangeNote: Details are only required for a contract in relationto which the interest has changed
Interest acquired
Interest disposed
Value/ConsiderationNote: If consideration is non-cash, provide details andan estimated valuation
Interest after change

$+$ See chapter 19 for defined terms.