QUESTE COMMUNICATIONS LIMITED — Major Shareholding Notification 2005

May 2, 2005

Form 604

Corporations Act

671B

Notice of change in interests of substantial holder

To: Company Name/Scheme: RIVKIN FINANCIAL SERVICES LIMITED (RFS)

ABN 58 061 278 045

1. Details of substantial holders (1)

Name		ACN / ABN
QUESTE COMMUNCIATIONS LIMITED	(QUE)	A.C.N. 081 688 164
FAROOQ KHAN	(F KHAN)
ISLAND AUSTRALIA PTY LTD	(ISLAND)	A.C.N. 073 447 300
SKIN-PLEX LABORATORIES PTY LTD	(SKIN-PLEX)	A.C.N. 009 424 560
THE ESSENTIAL EARTH PTY LTD	(ESSENTIAL)	A.C.N. 009 029 305
There was a change in the interests of the substantial holder on:	2 May 2005
The previous notice was given to the company on:	20 December 2004
The previous notice was dated:	20 December 2004

The previous notice was dated:

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 Shares	14.993.048	14.946% (A)	20,045,019	19.983% (A)

$(A)$ Based on RFS total issued share capital being 100,312,134 shares

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 a substantial holding notice to the company or scheme are as follows:

Date of change	Person whoserelevantinterest	Nature of change (6)	Consideration givenin relation tochange (7)	Class and number ofsecurities affected	Person's votesaffected
	changed			Ordinary Shares
20-Jan-05	The partiesnamed in $(1)$	Acquisition of shares on ASX byCXL	$23,860.05	105,833	105,833
21-Jan-05	above	Acquisition of shares on ASX byCXL	$20,515.95	91,000	91,000
25-Jan-05		Acquisition of shares on ASX byCXL	$32,277.01	143,167	143,167
2-May-05		Pursuant to an Option Deedbetween CXL and SOF (B)		3,167,152	3.167,152
$2$ -May-05		Pursuant to an Option Deedbetween CXL and FSL (B)		846,101	846,101
$2$ -May-05		Pursuant to an Option Deedbetween CXL and SOF (B)		698,718	698,718

$(B)$ Please refer to ASIC Form 604 Notice of change in interests of substantial holder in RFS lodged by CXL and dated 2 May 2005.

4. Present relevant interests

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

Holder ofrelevantinterest	Registeredholder ofsecurities	Person entitledto be registeredas holder®	Nature of relevant interest(7)	Class and numberof securities andPerson's votes
				Ordinary Shares
QUE	CXL(C)	CXL	Taken under section 608(3)(b) of the Corporations Act tohave a relevant interest in securities in which CXL has arelevant interest (B)	15,333,048
	SOF (D)	SOF		3,167,152
	FSL(E)	FSL		846,101
	AEA (F)	AEA		698,718
F KHAN,ISLAND.SKIN-PLEX,ESSENTIAL	CXI(C)	CXL	Taken under section 608(3)(a) of the Corporations Act tohave a relevant interest in securities in which QUE has arelevant interest by reason of having voting power above20% in QUE ®	15,333,048
	SOF (D)	SOF		3,167,152
	FSL(E)	FSL		846,101
	AEA (F)	AEA		698,718

$(C)$ Legal, beneficial and registered holder of shares

$(D)$ Pursuant to an Option Deed between CXL and SOF (B)

$(E)$ Pursuant to an Option Deed between CXL and FSL (B)

$(F)$ Pursuant to an Option Deed between CXL and AEA (B)

5. Changes in association

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

-44.9Name and.. arACNARSNаррисарнет	Nat.i association.

6. Addresses

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

QUE	Level 14, The Forrest Centre, 221 St Georges Terrace, Perth, WesternAustralia 6000
F KHAN	Level 14, The Forrest Centre, 221 St Georges Terrace, Perth, WesternAustralia 6000
ISLAND	C/- Attewells, Ground Floor, 83 Havelock Street, West Perth, Western Australia6005
SKIN-PLEX	C/- Attewells, Ground Floor, 83 Havelock Street, West Perth, Western Australia6005
ESSENTIAL	C/- Attewells, Ground Floor, 83 Havelock Street, West Perth, Western Australia6005
CENTRAL EXCHANGE LIMITED	Level 14, The Forrest Centre, 221 St Georges Terrace, Perth, Western Australia 6000
ABN 77 000 742 843 (CXL)
SOFCOM LIMITED	Level 19, The Como Centre, 644 Chapel Street, South Yarra, Victoria 3141
ABN 88 087 482 602 (SOF)
ALTERA CAPITAL LIMITED	Level 14, The Forrest Centre, 221 St Georges Terrace, Perth, Western Australia 6000
ABN 55 082 541 437 (AEA)
FAST SCOUT LIMITED	Level 14, The Forrest Centre, 221 St Georges Terrace, Perth, Western Australia 6000
ABN 94 088 488 724 (FSL)

sign here		date	2 May 2005
print name	Victor Ho	capacity	Secretary of QUE
sign here		date	2 May 2005
print name	Farooq Khan	capacity	Personally and as Director of ISLAND,SKIN-PLEX and ESSENTIAL

DIRECTIONS

(1) If there are a number of substantial holders with similar or related relevant interests (eq a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are 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.
• (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act.
• (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:
  • $(a)$ any relevant agreement or other circumstance because of which the change in relevant interest occurred. If subsection 671B(4) 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 with a written statement certifying this 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 $(b)$ powers or 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.

(7) 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 must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

(8) If the substantial holder is unable to determine the identity of the person (eq if the relevant interest arises because of an option) write "unknown".

(9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.