Form of Proxy

ARAFURA RARE EARTHS LTD

Notes

BD Client Code:

Client Name:

Number of Shares Held in a BD Nominee Company:

No.	Proposition		For	Against	Abstain
1	ISSUE OF SHARES TO EXPORT FINANCE AUSTRALIA
2	ISSUE OF SHARES TO KREDITANSTALT FUR WIEDERAUFBAU
3	ISSUE OF CONVERTIBLE NOTES TO THE NATIONAL RECONSTRUCTION FUND CORPORATION
4	RATIFICATION OF PREVIOUS ISSUE OF SHARES UNDER TRANCHE 1 OF THE PLACEMENT
5	ISSUE OF SHARES UNDER TRANCHE 2 OF THE PLACEMENT
6	ISSUE OF SHARES UNDER THE SPP (INCLUDING UNDER THE SPP SHORTFALL OFFER)
7	ISSUE OF SHARES TO DIRECTORS UNDER THE SPP