Abstract: In the early Late Devonian, terminal Frasnian proetid trilobites have previously only been known from Europe and North Africa. For the first time, a rich fauna of late Frasnian proetids is described from the Virgin Hills Formation, Canning Basin, Western Australia. Seventeen species in six genera are described, of which three are new: Rudybole gen. nov., Palpebralina gen. nov. and Canningbole gen. nov. A new subgenus, Chlupaciparia (Australoparia) subgen. nov. is also described. Fourteen of the species are new: Palpebralia initialis sp. nov., P. pustulata sp. nov., ?P. sp. nov. A, Rudybole depressa sp. nov., Palpebralina pseudopalpebralis sp. nov. (comprising the subspecies P. pseudopalpebralis pseudopalpebralis subsp. nov. and P. pseudopalpebralis ultima subsp. nov.), P. minor sp. nov., P. ocellifer sp. nov., Canningbole latimargo sp. nov., C. henwoodorum sp. nov., C. macromma sp. nov., Pteroparia extrema sp. nov., Chlupaciparia (Chlupaciparia) planiops sp. nov., Chlupaciparia (Australoparia) australis sp. nov. and C. (Australoparia) lata sp. nov. The subspecies Rudybole adorfensis angusta subsp. nov. is also described. The proetids range through conodont Zones 11–13b and terminate at the Upper Kellwasser Event, which marks the terminal Frasnian mass extinction event. Three of the six proetid lineages, Palpebralia, Canningbole and Pteroparia, show evolutionary trends of eye reduction. Two of the remaining lineages, Rudybole and Palpebralina, consist exclusively of blind taxa. The last, Chlupaciparia, also comprises forms with reduced eyes. The proetids show a stepped pattern of extinction during the late Frasnian, which correlate with two Kellwasser biocrises documented in European/North African Frasnian sections. The highest diversity preceded the Lower Kellwasser event that occurred at the end of conodont Zone 12 and saw the extinction of all species present in that zone. However, only one genus, Pteroparia, locally became extinct. A major higher-level taxonomic mass extinction at the top of Zone 13b initiated the Upper Kellwasser extinction event. This included extinction at the generic level, with all five remaining genera becoming extinct, and at the family level, with the loss of the Tropidocoryphidae.