Attention: Katherine Legge
        C/- Deacons Graham & James 
        Level 24, 385 Bourke Street, Melbourne  VIC  3000
        FAX: 03 9230 0505
_____________________________________________________________________

INTERNET SOCIETY OF AUSTRALIA, A CHAPTER OF THE INTERNET SOCIETY
                       ACN 076 406 801           
PROXY FORM
I, the undersigned, being a member of the above Society hereby appoint:

                         of

[full name of proxy]                      [address of proxy]

as my proxy to vote for me on my behalf at the Annual General Meeting
of the Society to be held at 6:00pm on 25 November 1999.  If proxy name
is blank or if the proxy does not attend, then the chairperson of the
meeting is appointed as my proxy.

The proxy must vote as specified by me with a tick or cross in the
appropriate box. If any of the following resolutions are not specified 
then voting on that resolution is at the discretion of the proxy.  
 
(A) That Chris Booker, Chartered Accountant, is appointed Auditor of the 
    Society:
  Resolution:  [ ] in favour    [ ] against      [ ] abstain

(B) That the Minutes of the AGM and GM held on 17 December 1998 are approved:
  Resolution:  [ ] in favour    [ ] against      [ ] abstain

(C) The resolutions below relate to changes to the Articles of Association
    as detailed in the Notice of Meeting and the Explanatory Memorandum.

  Resolution (1):   [ ] in favour    [ ] against      [ ] abstain
  Resolution (2):   [ ] in favour    [ ] against      [ ] abstain
  Resolution (3):   [ ] in favour    [ ] against      [ ] abstain
  Resolution (4):   [ ] in favour    [ ] against      [ ] abstain
  Resolution (5):   [ ] in favour    [ ] against      [ ] abstain
  Resolution (6):   [ ] in favour    [ ] against      [ ] abstain
  Resolution (7):   [ ] in favour    [ ] against      [ ] abstain
  Resolution (8):   [ ] in favour    [ ] against      [ ] abstain
  Resolution (9):   [ ] in favour    [ ] against      [ ] abstain
  Resolution (10):  [ ] in favour    [ ] against      [ ] abstain


Signature:_________________________________   Date:____________________

Full name (please print):______________________________________________


Note: 1. The Proxy Form must be received at the registered office of 
         the Society not less than 24 hours before the meeting.

      2. Do NOT email this form, it must be printed out and sent by 
         post or fax to the registered office of the Society:
        Attention: Katherine Legge
        C/- Deacons Graham & James 
        Level 24, 385 Bourke Street, Melbourne  VIC  3000
        FAX: 03 9230 0505