FORESTA GROUP HOLDINGS LIMITED — Director's Dealing 2007

Dec 5, 2007

Appendix 3Y Change of Director’s Interest Notice

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 AQUACAROTENE LIMITED

ABN 18 074 969 056

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	Ken Richards
Date of last notice	6 September 2007

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	A. Indirect B. Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Growth Capital (WA) Pty Ltd atf The Richards Family Trust
Date of change	A. 3 December 2007 B. 3 December 2007
No. of securities held prior to change	A. Nil B. Nil
Class	A. ORDINARY FULLY PAID B. OPTIONS
Number acquired	A. 15,000,000 B. 15,000,000
Number disposed
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	A. $210,000 B. Nil (Options expiring 30 November 2008 @ 1.4 cents per share)

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change A. 15,000,000 B. 15,000,000 Nature of change A. Participation in rights issue

Example: on-market trade, off-market trade, exercise of options, issue of B. Options issued securities under dividend reinvestment plan, participation in buy-back

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.

==> picture [434 x 328] intentionally omitted <==

----- Start of picture text -----

Detail of contract
Nature of interest
Name of registered holder
(if issued securities)
Date of change
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
Interest acquired
Interest disposed
Value/Consideration
Note: If consideration is non-cash, provide details and an
estimated valuation
Interest after change
----- End of picture text -----

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002