RESOURCES & ENERGY GROUP LIMITED — Director's Dealing 2008

Oct 19, 2008

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: Real Brand Holdings Limited

ABN : 12 110 005 822

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	Mr Richard Jonathan Poole
Date of last notice	15 September 2008

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 Interest
Nature of indirect interest	ArthurPhillip	NomineesPtyLtd
(including registered holder)	<Amanda Poole	> – an associate of
Note: Provide details of the circumstances giving rise to the relevantinterest.	Richard Poole
	Haxby Pty Limited <The Poole Super
	Fund A/C>
	Amanda Poole –	an associate of Richard
	Poole
Date of change	13 October 2008
No. of securities held prior to change	Indirect
	Ordinary : 13,728,000
	Options: 2,500,000 options exercisable
	at $0.25 per share on or before 1
	December 2008	and 10,000,000 options
	exercisable at $0.05 per share on or
	before 30 June 2012
Class	Ordinary shares
Number acquired	Indirect
	249,000 ordinary	shares

1 20/10/2008

• See chapter 19 for defined terms.

Appendix 3Y Change of Director’s Interest Notice

Number disposed	N/A
Value/ConsiderationNote: If consideration is non-cash, provide details and estimated valuation	Indirect$13,695.00
No. of securities held after change	IndirectOrdinary : 13,977,000Options: 2,500,000 options exercisableat $0.25 per share on or before 1December 2008 and 10,000,000 Optionsexercisable at $0.05 per share on orbefore 30 June 2012
Nature of changeExample: on-market trade, off-market trade, exercise of options, issue ofsecurities under dividend reinvestment plan, participation in buy-back	On market trade

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	N/A
Nature of interest	N/A
Name of registered holder(if issued securities)	N/A
Date of change	N/A
No. and class of securities towhich interest related prior tochangeNote: Details are only required for a contract in relationto which the interest has changed	N/A
Interest acquired	N/A
Interest disposed	N/A
Value/ConsiderationNote: If consideration is non-cash, provide details and anestimated valuation	N/A
Interest after change	N/A

2

• See chapter 19 for defined terms.

20/10/2008