IMAGE RESOURCES NL — Major Shareholding Notification 2006

Aug 31, 2006

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

Тo	Company Name/Scheme	Image Resources NL
	ACN/ARSN 1. Details of substantial holder (1)	063 977 579
Name		Cairnglen Investments Pty Ltd
	ACN/ARSN (if applicable)	006 643 769
	There was a change in the interests of the substantial holder on		31 August 2006
The previous notice was given to the company on		13 July 2004
	The previous notice was dated		13 July 2004

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary	6.890.640	12.39%	7.008.430	9.48%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting
securities of the company or scheme, since the substantial holder was last required to give company or scheme are as follows:

Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
16/3/05	Invia Custodian Pty Ltd (Invia)	Purchase through of exercise option	\$224,000	560,000	560,000
14/7/04 to 31/8/06	Cairnglen	Various on. market purchases and sales		(803, 240)	(803.240)
11/8/05	Cairnglen	Acquisition of shares through placement	\$100,000	303,030	303,030
16/3/05	Cairnglen	Acquisition of shares through of exercise options	\$21,170	58,000	58,000

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person's votes
Invia	Invia	Cairnglen		5,093,338	6.89%
Cairnglen	Cairnglen	Cairnglen		1,915,092	2.59%

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
	$\mathbf{r}$

6. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Cairnglen	Level 3, 15 Queen Street, Melbourne
-Invia	C/- Goldman Sachs JB Were, 101 Collins Street, Melbourne

Signature

DIRECTIONS

• If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager
  and trustee of an equity trust), the names could be included in an ann $(1)$ essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.
• $(2)$ See the definition of 'associate' in section 9 of the Corporations Act 2001.
• See the definition of 'relevant interest' in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
• $(5)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• $(6)$ Include details of:
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) $(a)$ applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and
  accurate details of any contract, scheme or arrangement, must accompany this form, together wit contract, scheme or arrangement; and
• any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or $(b)$ disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of 'relevant agreement' in section 9 of the Corporations Act 2001.

• Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details m $(7)$
• $(8)$ If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write 'unknown'.
• $(\Theta)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.