RESOURCES & ENERGY GROUP LIMITED — Director's Dealing 2008

Jul 31, 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	28 July 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.

	Name of Director	Name of Director	Mr Richard Jonathan Poole	Mr Richard Jonathan Poole	Mr Richard Jonathan Poole	Mr Richard Jonathan Poole
	Date of last notice		28 July 2008
Part 1 - Change of direcIn the case of a trust, this includ		tor’s relevant interests in securitiees interests in the trust made available by theests which come within paragraph (i) of the definiti			sresponsible entity of the truston of “notifiable interest of a director” should be
Note: In the case of a company, interdisclosed in this part.Direct or indirect inter
	Direct or indirect inter	est		Indir	ect Interest
	Nature of indirect inter(including registered hNote: Provide details of the circinterest.	estolder)umstances giving rise to the relevant		Arthu<AmRichHaxbFund	rPhillipNomineesPtyLtanda Poole > – an associate oard Pooley Pty Limited <The Poole SupeA/C>
				ooe
				29 and 31 July 2008
	Date of change
	No. of securities held prior to change			Indirect
				Ordinary : 13,318,000
				Options: 2,500,000 options exercisablat $0.25 per share on or before
				December 2008 and 10,000,000 optionexercisable at $0.05 per share on o
				before 30 June 2012
	Class			Ordinary shares
	Number acquired			Indirect260,000 ordinary shares
	Number disposed			N/A

1 01/08/2008

• See chapter 19 for defined terms.

Appendix 3Y Change of Director’s Interest Notice

Value/CNote: If covaluationNo. of se	Value/CNote: If covaluationNo. of se	onsiderationnsideration is non-cash, provide details and estimatedIndirect$18,200.00curities held after changeIndirectOrdinary : 13,578,000Options: 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	onsiderationnsideration is non-cash, provide details and estimatedIndirect$18,200.00curities held after changeIndirectOrdinary : 13,578,000Options: 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	onsiderationnsideration is non-cash, provide details and estimatedIndirect$18,200.00curities held after changeIndirectOrdinary : 13,578,000Options: 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
	Value/CNote: If covaluation	onsiderationnsideration is non-cash, provide details and estimated	Indirect$18,200.00
	No. of se	curities held after change	IndirectOrdinary : 13,578,000Options: 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
			On market trade
	Nature	of change
	Example: onsecurities un	-market trade, off-market trade, exercise of options, issue ofder dividend reinvestment plan, participation in buy-back
Part 2 –

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	Detail of contract	N/A	N/A
	Nature of interest		N/A
	Name of registered holder(if issued securities)		N/A
	Date of change		N/A
	No. and clas	s of securities tot related prior toequired for a contract in relation	N/A
	which interes
	changeNote: Details are only r
	t hih th itt h	hd
	o wc e neres a	cange
	Interest acqui	ed	N/A
	Interest dispos	ed	N/A
	Value/ConsiderationNote: If consideration is non-cash, provide details andan estimated valuation		N/A
	Interest after change		N/A

• See chapter 19 for defined terms.

2

01/08/2008