First Graphene Ltd. — Director's Dealing 2006

Oct 5, 2006

Rule 3.19A.2

Appendix 3Y

Change of Director's Interest Notice

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 30/9/2001.

	Name of entity Tolhurst Noall Group Ltd (Tolhurst)
ABN - 50 007 870 760 -

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Gerald Andrew McDouall
Date of last notice	28/12/2005

Part 1 - Change of director's relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest	Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Registered holder Dominion Finance Group Limited is a company that is associated with Mr McDonall
Date of change	4 October 2006
No. of securities held prior to change	2,678,000
Class	Ordinary Shares
Number acquired	nil
Number disposed	2,678,000
Value/Consideration Note: if consideration is non-cash, provide details and estimated valuation	\$937,300
No. of securities held after change	nil

$\pm$ See chapter 19 for defined terms.

Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back-	Off market transfer
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Part 2 – Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract	Share purchase agreement made 31 March 2005.
Nature of interest	Party to the contract
Name of registered holder (if issued securities)	Dominion Finance Group Limited
Date of change	4/10/2006
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed	2,678,000 ordinary shares
Interest acquired	nil
Interest disposed	2,678,000 ordinary shares
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	\$937,300
Interest after change	nil ordinary shares

⁺ See chapter 19 for defined terms.