AGM Statement

26 March 2015

                              88 ENERGY LIMITED

                       NOTICE OF ANNUAL GENERAL MEETING

88 Energy Limited (ASX:88E; AIM:88E)("88 Energy" or the "Company") advises
that it has today posted a circular to shareholders containing the Notice of
Annual General Meeting ("Meeting") to be held on 24 April 2015, and a Proxy
Form. A Form of Voting Instruction will be distributed to Depository Interest
holders. Below is a summary of this notice. A copy of the full explanatory
statement and associated appendices is available from the Company's website at
www.88energy.com.

DAVID WALL
Managing Director

88 Energy Limited
Level 2, 5 Ord Street
West Perth WA 6005, Australia
Ph: + 61 8 9485 0990
www.88energy.com

Contacts

RFC Ambrian Limited

As Nominated Adviser
Mr Oliver Morse
[phone]

important information

Time and place of Meeting

Notice is given that the Annual General Meeting of the Company will be held at
9:00am (WST) on 24 April 2015 at:

Celtic Club, 48 Ord St, West Perth

Your vote is important

The business of the Meeting affects your shareholding and your vote is
important.

Voting eligibility

The Directors have determined pursuant to Regulation 7.11.37 of the
Corporations Regulations 2001 (Cth) that the persons eligible to vote at the
Meeting are those who are registered Shareholders at 9:00am (WST) on 22 April
2015.

DI Holders may attend the Meeting but will not be permitted to vote at the
Meeting. For their votes to be counted DI Holders must submit their CREST
Voting Instruction to the Company's agent by 12.00pm (GMT) 18 April 2015.
Alternatively DI Holders can vote using the enclosed Form of Instruction in
accordance with the instructions below.

Voting in person

To vote in person, attend the Meeting at the time, date and place set out
above.

Voting by proxy

To vote by proxy, please complete and sign the enclosed Proxy Form and return
by the time and in accordance with the instructions set out on the Proxy Form.

In accordance with section 249L of the Corporations Act, Shareholders are
advised that:

 each Shareholder has a right to appoint a proxy;

 the proxy need not be a Shareholder of the Company; and

a Shareholder who is entitled to cast 2 or more votes may appoint
   2 proxies and may specify the proportion or number of votes each proxy is
   appointed to exercise. If the member appoints 2 proxies and the appointment
   does not specify the proportion or number of the member's votes, then in
   accordance with section 249X(3) of the Corporations Act, each proxy may
   exercise one-half of the votes.

Shareholders and their proxies should be aware that changes to the
Corporations Act made in 2011 mean that:

 if proxy holders vote, they must cast all directed proxies as
    directed; and

 any directed proxies which are not voted will automatically
    default to the Chair, who must vote the proxies as directed.

Further details on these changes are set out below.

Proxy vote if appointment specifies way to vote

Section 250BB(1) of the Corporations Act provides that an appointment of a
proxy may specify the way the proxy is to vote on a particular resolution and,
if it does:

the proxy need not vote on a show of hands, but if the proxy does
   so, the proxy must vote that way (i.e. as directed); and

if the proxy has 2 or more appointments that specify different
   ways to vote on the resolution, the proxy must not vote on a show of hands;
   and

if the proxy is the chair of the meeting at which the resolution
   is voted on, the proxy must vote on a poll, and must vote that way (i.e. as
   directed); and

if the proxy is not the chair, the proxy need not vote on the
   poll, but if the proxy does so, the proxy must vote that way (i.e. as
   directed).

Transfer of non-chair proxy to chair in certain circumstances

Section 250BC of the Corporations Act provides that, if:

an appointment of a proxy specifies the way the proxy is to vote
   on a particular resolution at a meeting of the Company's members; and

the appointed proxy is not the chair of the meeting; and

at the meeting, a poll is duly demanded on the resolution; and

either of the following applies:

the proxy is not recorded as attending the meeting; or

the proxy does not vote on the resolution,

the chair of the meeting is taken, before voting on the resolution closes, to
have been appointed as the proxy for the purposes of voting on the resolution
at the meeting.

United Kingdom (CREST Voting Instruction)

DI Holders in CREST may transmit voting instructions by utilising the CREST
voting service in accordance with the procedures described in the CREST
Manual. CREST personal members or other CREST sponsored members, and those
CREST members who have appointed a voting service provider, should refer to
their CREST sponsor or voting service provider, who will be able to take
appropriate action on their behalf.

In order for instructions made using the CREST voting service to be valid, the
appropriate CREST message (CREST Voting Instruction) must be properly
authenticated in accordance with Euroclear's specifications and must contain
the information required for such instructions, as described in the CREST
Manual (available via www.euroclear.com/CREST).

To be effective, the CREST Voting Instruction must be transmitted so as to be
received by the Company's agent (Computershare UK) no later than 18 April 2015
at 12.00pm (GMT). For this purpose, the time of receipt will be taken to be
the time (as determined by the timestamp applied to the CREST Voting
Instruction by the CREST applications host) from which the Company's agent is
able to retrieve the CREST Voting Instruction by enquiry to CREST in the
manner prescribed by CREST.

DI Holders in CREST and, where applicable, their CREST sponsors or voting
service providers should note that Euroclear does not make available special
procedures in CREST for any particular messages. Normal system timings and
limitations will therefore apply in relation to the transmission of CREST
Voting Instructions.

It is the responsibility of the DI Holder concerned to take (or, if the DI
Holder is a CREST personal member or sponsored member or has appointed a
voting service provider, to procure that the CREST sponsor or voting service
provider takes) such action as shall be necessary to ensure that a CREST
Voting Instruction is transmitted by means of the CREST voting service by any
particular time.

In this connection, DI Holders and, where applicable, their CREST sponsors or
voting service providers are referred, in particular, to those sections of the
CREST Manual concerning practical limitations of the CREST system and timings.

Form of Instruction

DI Holders are invited to attend the Meeting but are not entitled to vote at
the Meeting. In order to have votes cast at the Meeting on their behalf, DI
Holders must complete, sign and return the Forms of Instruction sent to them
together with this Notice to the Company's agent, Computershare UK, by no
later than 18 April 2015 at 12.00pm (GMT).

business of the meeting

AGENDA

1. FINANCIAL STATEMENTS AND REPORTS

To receive and consider the annual financial report of the Company for the
financial year ended 31 December 2014 together with the declaration of the
Directors, the Directors' report, the Remuneration Report, and the Auditor's
report.

2. Resolution 1 - ADOPTION OF REMUNERATION REPORT

To consider and, if thought fit, to pass, with or without amendment, the
following resolution as a non-binding resolution:

"That, for the purposes of Section 250R(2) of the Corporations Act, and for
all other purposes, the Remuneration Report forming part of the Company's 2014
Annual Report be and is hereby adopted."

Note: the vote on this Resolution is advisory only and does not bind the
Directors or the Company.

Voting Prohibition Statement:

A vote on this Resolution must not be cast (in any capacity) by or on behalf
of either of the following persons:

(a) a member of the Key Management Personnel, details of whose remuneration
    are included in the Remuneration Report; or

(b) a Closely Related Party of such a member.

However, a person (the voter) described above may cast a vote on this
Resolution as a proxy if the vote is not cast on behalf of a person described
above and either:

(a) the voter is appointed as a proxy by writing that specifies the way the proxy is to vote on this Resolution; or

(b) the voter is the Chair and the appointment of the Chair as proxy:

(i) does not specify the way the proxy is to vote on this Resolution; and

(ii) expressly authorises the Chair to exercise the proxy even though this
     Resolution is connected directly or indirectly with the remuneration of a
     member of the Key Management Personnel.

3. Resolution 2 - RE-ELECTION OF MR MICHAEL EVANS AS A DIRECTOR

To consider and, if thought fit, to pass, with or without amendment, the
following resolution as an ordinary resolution:

"That, Mr Michael Evans, being a Director of the Company, who retires by
rotation in accordance with Rule 11.2 of the Company's Constitution and being
eligible for re-election, be hereby re-elected as a Director of the Company,
with effect from the close of the meeting."

4. Resolution 3 - CHANGE OF AUDITOR

To consider and, if thought fit, to pass, with or without amendment, the
following resolution as an ordinary resolution:

"That, for the purposes of section 327B of the Corporations Act and for all
other purposes, BDO Audit (WA) Pty Ltd having been nominated by a Shareholder
and having consented in writing to act in the capacity of auditor, be
appointed as auditor of the Company with effect from the close of the
Meeting."

5. Resolution 4 - APPROVAL OF 10% PLACEMENT CAPACITY

To consider and, if thought fit, to pass, with or without amendment, the
following Resolution as a special resolution:

"That, for the purposes of Listing Rule 7.1A and for all other purposes,
approval is given for the issue of Equity Securities totalling up to 10% of
the issued capital of the Company at the time of issue, calculated in
accordance with the formula prescribed in Listing Rule 7.1A.2 and on the terms
and conditions set out in the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this Resolution
by any person who may participate in the issue of Equity Securities under this
Resolution and a person who might obtain a benefit, except a benefit solely in
the capacity of a holder of ordinary securities, if the Resolution is passed
and any associates of those persons. However, the Company will not disregard a
vote if it is cast by a person as a proxy for a person who is entitled to
vote, in accordance with the directions on the Proxy Form, or, it is cast by
the person chairing the meeting as proxy for a person who is entitled to vote,
in accordance with a direction on the Proxy Form to vote as the proxy decides.

6. Resolution 5 - RATIFICATION OF PRIOR ISSUE OF SHARES

To consider and, if thought fit, to pass, with or without amendment, the
following Resolution as an ordinary resolution:

"That, for the purpose of ASX Listing Rule 7.4 and for all other purposes,
Shareholders ratify the issue of 91,319,300 Shares on 2 March 2015 on the
terms and conditions set out the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this Resolution
by a person who participated in the issue and any associates of those persons.
However, the Company need not disregard a vote if it is cast by a person as a
proxy for a person who is entitled to vote, in accordance with the directions
on the Proxy Form, or, it is cast by the person chairing the meeting as proxy
for a person who is entitled to vote, in accordance with a direction on the
Proxy Form to vote as the proxy decides.

7. Resolution 6 - RATIFICATION OF PRIOR ISSUE OF OPTIONS

To consider and, if thought fit, to pass, with or without amendment, the
following Resolution as an ordinary resolution:

"That, for the purpose of ASX Listing Rule 7.4 and for all other purposes,
Shareholders ratify the issue of 45,659,650 Options on 2 March 2015 on the
terms and conditions set out the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this Resolution
by a person who participated in the issue and any associates of those persons.
However, the Company need not disregard a vote if it is cast by a person as a
proxy for a person who is entitled to vote, in accordance with the directions
on the Proxy Form, or, it is cast by the person chairing the meeting as proxy
for a person who is entitled to vote, in accordance with a direction on the
Proxy Form to vote as the proxy decides.

8. Resolution 7 - RATIFICATION OF PRIOR ISSUE OF SHARES

To consider and, if thought fit, to pass, with or without amendment, the
following resolution as an ordinary resolution:

"That for the purpose of ASX Listing Rule 7.4 and for all other purposes,
Shareholders ratify the issue of 2,000,000 Shares on 17 March 2015 on the
terms and conditions set out the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this Resolution
by a person who participated in the issue and any associates of those persons.
However, the Company need not disregard a vote if it is cast by a person as a
proxy for a person who is entitled to vote, in accordance with the directions
on the Proxy Form, or, it is cast by the person chairing the meeting as proxy
for a person who is entitled to vote, in accordance with a direction on the
Proxy Form to vote as the proxy decides.

9. Resolution 8 - RATIFICATION OF PRIOR ISSUE OF OPTIONS

To consider and, if thought fit, to pass, with or without amendment, the
following resolution as an ordinary resolution:

"That, for the purpose of ASX Listing Rule 7.4 and for all other purposes,
Shareholders ratify the issue of 28,000,000 Options on 17 March 2015 on the
terms and conditions set out the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this Resolution
by a person who participated in the issue and any associates of those persons.
However, the Company need not disregard a vote if it is cast by a person as a
proxy for a person who is entitled to vote, in accordance with the directions
on the Proxy Form, or, it is cast by the person chairing the meeting as proxy
for a person who is entitled to vote, in accordance with a direction on the
Proxy Form to vote as the proxy decides.

Dated: 25 March 2015

By order of the Board

David Wall
Director