SYNTARA LIMITED — Share Issue/Capital Change 2007

Nov 5, 2007

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.

Name of entity

Pharmaxis Ltd

ABN

75 082 811 630

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of +securities issued or to be issued

Unlisted Employee Options over Pharmaxis Ltd ordinary shares

2 Number of +securities issued or to be issued (if known) or maximum number which may be issued

350,000

+ See chapter 19 for defined terms.

+ See chapter 19 for defined terms.

4 Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?

If the additional securities do not rank equally, please state:

• the date from which they do
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
• 5 Issue price or consideration Nil

6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)

Issued to one executive and one non executive director of Pharmaxis in accordance with the Pharmaxis Employee Option Plan and as approved at the Pharmaxis Annual Meeting on 5 November 2007

7 Dates of entering +securities into uncertificated holdings or despatch of certificates

7th November 2007

	Number	+Class
+class8Numberandofall+securitiesquotedonASX(including the securities in clause2 if applicable)	190,865,480	Ordinaryfullypaidshares

		No. Shares issued upon exercise will rank
		equally with existing ordinary shares.

+ See chapter 19 for defined terms.

		Number	+Class
9	+classNumberandofall	1,220,000	Optionsexpiringon
	+securities not quoted on ASX		various dates with an
	(including the securities in clause		exercisepriceof
	2 if applicable)		$0.125(ASXCode
			PXSAM)
		4,746,000	Optionsexpiringon
			various dates with an
			exercisepriceof
			$0.3125 (ASX Code
			PXSAO)
		500,000	Optionsexpiring30
			November 2013 with
			an exercise price of
			$0.376(ASXCode
			PXSAQ)
		22,500	Optionsexpiring24
			March 2014 with an
			exercisepriceof
			$0.508(ASXCode
			PXSAS)
		15,000	Optionsexpiring3
			June2014withan
			exercisepriceof
			$0.426(ASXCode
			PXSAU)
		240,000	Optionsexpiring1
			February 2015 with an
			exercisepriceof
			$0.8340 (ASX Code
			PXSAY)
		320,000	Optionsexpiring11
			May2015withan
			exercisepriceof
			$1.147(ASXCode
			PXSAW)
		786,250	Optionsexpiring4
			August 2015 with an
			exercise price of $1.79
			(ASX Code PXSAZ)
		70,000	Optionsexpiring17
			October 2015 with an
			exercisepriceof
			$2.772(ASXCode
			PXSAA)

+ See chapter 19 for defined terms.

260,000	Optionsexpiring12February 2016 with an
	exercisepriceof$2.194(ASXCodePXSAB)
96,500	Optionsexpiring31May2016withanexercisepriceof$2.034(ASXCode
893,707	PXSAC)Optionsexpiring14August 2016 with anexercisepriceof$1.917(ASXCodePXSAD)
47,500	Optionsexpiring19September 2016 withan exercise price of$1.8918 (ASX CodePXSAE)
45,000	Optionsexpiring13December 2016 withan exercise price of$3.0710 (ASX CodePXSAF)
200,000	Optionsexpiring15March 2016 with anexercisepriceof$2.0680 (ASX CodePXSAG)
237,500	Optionsexpiring17June2017withanexercisepriceof$3.3155 (ASX CodePXSAH)
1,633,000	Optionsexpiring9August 2017 with anexercisepriceof$3.33890 (ASX CodePXSAL)
150,000	Optionsexpiring9August 2017 with anexercisepriceof$3.33890 (ASX CodePXSA_)
200,000	Optionsexpiring14November 2016 withan exercise price of$3.32258 (ASX CodePXSA_)

+ See chapter 19 for defined terms.

10Dividend policy (in the case of atrust, distribution policy) on theincreased capital (interests)	n/a
----------------------------------------------------------------------------------------------------------------	-----

Part 2 - Bonus issue or pro rata issue

11	Issecurityholderapprovalrequired?
12	Is the issue renounceable or nonrenounceable?
13	Ratio in which the +securities willbe offered
14	+Class of +securities to which theoffer relates
15	+Recorddatetodetermineentitlements
16	Will holdings on different registers(or subregisters) be aggregated forcalculating entitlements?
17	Policy for deciding entitlements inrelation to fractions
18	Names of countries in which theentity has +security holders whowillnotbesentnewissuedocuments
	Note: Security holders must be told how theirentitlements are to be dealt with.Cross reference: rule 7.7.
19	Closingdateforreceiptofacceptances or renunciations
20	Names of any underwriters
21	Amount of any underwriting fee orcommission
22	Names of any brokers to the issue

+ See chapter 19 for defined terms.

• 23 Fee or commission payable to the broker to the issue
• 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders
• 25 If the issue is contingent on +security holders' approval, the date of the meeting
• 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled
• 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders
• 28 Date rights trading will begin (if applicable)
• 29 Date rights trading will end (if applicable)
• 30 How do +security holders sell their entitlements in full through a broker?
• 31 How do +security holders sell part of their entitlements through a broker and accept for the balance?
• 32 How do +security holders dispose of their entitlements (except by sale through a broker)?

33 +Despatch date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of securities (tick one)

+ See chapter 19 for defined terms.

(a)	Securities described in Part 1
(b)	All other securitiesExample: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employeeincentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35	If the +securities are +equity securities, the names of the 20 largest holders of theadditional +securities, and the number and percentage of additional +securities held bythose holders
36	If the +securities are +equity securities, a distribution schedule of the additional+securities setting out the number of holders in the categories1 - 1,0001,001 - 5,0005,001 - 10,00010,001 - 100,000100,001 and over
37	A copy of any trust deed for the additional +securities

+ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

• 38 Number of securities for which +quotation is sought
• 39 Class of +securities for which quotation is sought
• 40 Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?

If the additional securities do not rank equally, please state:

• the date from which they do
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
• 41 Reason for request for quotation now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)

		Number	+Class
42	Number and +class of all +securitiesquotedonASX(includingthesecurities in clause 38)

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the +securities on any conditions it decides.
• 2 We warrant the following to ASX.
  • The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.
  • There is no reason why those +securities should not be granted +quotation.
  • An offer of the + securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.
• We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the +securities to be quoted, it has been provided at the time that we request that the +securities be quoted.
• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.

+ See chapter 19 for defined terms.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: ............................................................ Date: .. 6 November 2007 (Company secretary)

Print name: ......David McGarvey............

== == == == ==

+ See chapter 19 for defined terms.