SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR

15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of November 2009

Prana Biotechnology Limited

(Name of Registrant)

Level 2, 369 Royal Parade Parkville  Victoria  3052 Australia

 (Address of Principal Executive Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F x       Form 40-F ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):_____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):_____

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ¨       No x

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_________

PRANA BIOTECHNOLOGY LIMITED

6-K Items

1.  Notice Under Section 708A(5) of the Corporations Act.

Appendix 3B

New issue announcement

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:

 Prana Biotechnology Limited                         (ASX:PBT)

ABN:

 37 080 699 065

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	a)    Unlisted Options b)    Ordinary Shares c)    Unlisted Options
2	Number  of +securities issued or to be issued (if known) or maximum number which may be issued	a)    10,000,000 b)    750,000 c)    3,500,000
3	Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)	a)      Unlisted options exercisable at $0.30 on or before 11 September 2013 b)      Pari passu with existing Ordinary Shares (PBT) c)      Unlisted options exercisable at $0.30 on or before 23 September 2012

+ See chapter 19 for defined terms.

1/1/2003 Appendix 3B  Page 1

Appendix 3B

New issue announcement

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	a)     Yes, upon exercise b)     Yes (PBT) c)     Yes, upon exercise
5	Issue price or consideration	a)     $ Nil b)     $ Nil c)     $ Nil

6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)       a)     As per resolution 2 of the 2009 AGM. b)     As per resolution 3 of the 2009 AGM. c)     As per resolution 4 of the 2009 AGM.    

7	Dates of entering +securities into uncertificated holdings or despatch of certificates	a)     27th November 2009 b)     27th November 2009 c)     27th November 2009
		Number	+Class
8	Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)	233,800,871	Ordinary Shares (PBT)

+ See chapter 19 for defined terms.

Appendix 3B  Page 2 1/1/2003

Appendix 3B

New issue announcement

9Number and +class of all +securities not quoted on ASX (including the securities in clause 2 if applicable)

		Class of Securities			Issued
ASX Code	Number	Security Type	Exercise Price	Expiry Date	under an ESOP
New Class	10,000,000	Unlisted Options	AUD$0.30	11 Sep 2013	-
New Class	3,500,000	Unlisted Options	AUD$0.30	23 Sep 2012	-
PBTAK	380,000	Unlisted Options	US$5.00 per option into 1 ADR (PRAN) (1 ADR = 10 Ordinary Shares (PBT))	17 Dec 2012	2004 US ADS Plan
PBTAW	2,677,500	Unlisted Options	$Nil	30 June 2010	2004 ASX Plan
PBTAA	4,352,893	Unlisted Options	AUD$0.446	30 Nov 2009	-
PBTAB	1,444,837	Unlisted Options	$Nil	7 Aug 2014	2004 ASX Plan
PBTAD	341,865	Unlisted Options	$Nil	31 Dec 2011	2004 ASX Plan
PBTAZ	5,395,112	Unlisted Options	AUD$0.370	31 Oct 2010	-
PBTAI	5,395,112	Unlisted Options	AUD$0.430	30 Nov 2010	-
PBTAF	1,146,583	Unlisted Options	$Nil	31 Oct 2010	2004 ASX Plan
PBTAG	2,400,000	Unlisted Options	AUD$0.30	31 Oct 2010	2004 ASX Plan
PBTAO	2,000,000	Unlisted Options	AUD$0.50	30 June 2010	2004 ASX Plan

10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) Unchanged

+ See chapter 19 for defined terms.

1/1/2003 Appendix 3B  Page 3

Appendix 3B

New issue announcement

Part 2 - Bonus issue or pro rata issue

11	Is security holder approval required?
12	Is the issue renounceable or non-renounceable?
13	Ratio in which the +securities will be offered
14	+Class of +securities to which the offer relates
15	+Record date to determine entitlements
16	Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
17	Policy for deciding entitlements in relation to fractions
18	Names of countries in which the entity has +security holders who will not be sent new issue documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7.
19	Closing date for receipt of acceptances or renunciations
20	Names of any underwriters
21	Amount of any underwriting fee or commission
22	Names of any brokers to the issue
23	Fee or commission payable to the  broker to the issue

+ See chapter 19 for defined terms.
Appendix 3B Page 4	1/1/2003

Appendix 3B

New issue announcement

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

+ See chapter 19 for defined terms.
1/1/2003	Appendix 3B  Page 5

Appendix 3B

New issue announcement

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)
(a)	x	Securities described in Part 1
(b)	¨	All other securities Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive 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 the additional +securities, and the number and percentage of additional +securities held by those holders
36	¨	If the +securities are +equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over
37	¨	A copy of any trust deed for the additional +securities

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

+ See chapter 19 for defined terms.
Appendix 3B Page 6	1/1/2003

Appendix 3B

New issue announcement

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 +securities quoted on ASX (including the securities in clause 38)

+ See chapter 19 for defined terms.

1/1/2003 Appendix 3B  Page 7

Appendix 3B

New issue announcement

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.

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: Friday 27th November 2009
	Company Secretary
Print Name:	Mr Richard Revelins

The CFO Solution

27/11/2009

+ See chapter 19 for defined terms.

Appendix 3B Page 8 1/1/2003

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

PRANA BIOTECHNOLOGY LIMITED
		(Registrant)
By	/s/	Geoffrey Kempler
		Geoffrey Kempler,
		Executive Chairman

Date: November 27, 2009