SPACETALK LTD — Major Shareholding Notification 2004

May 9, 2004

FORM 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To:	MGM Wireless Limited
ACN:	091 351 530

$1.$ Details of substantial holder

Mark Fortunatow Name: ACN:

There was a change in the interests 07/05/2004 of the substantial holder on:

The previous notice was givento the company on:	13/10/2003
The previous notice

was dated: 13/10/2003

$2.$ 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 substantialshareholder or an associate had a relevant interest in when last required, and when now requ notice to the company or scheme, are as follows:

Class of securities	Previous notice		Present notice
	Person's votes	Voting power	Person's votes	Voting power
Ordinary fully paid	42.995.422	36.34%	46.295.422	39.13%

$3.$ 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 ofchange	Person whose relevant interestchanged	Nature of change	Consideration given inrelation to change	Class and number of Isecurities affected	Person's votesaffected
7/5/04	Paula Fortunatow ATFFortunatow Family Trust	On-market trades	$49,500	3.300.000	2.79%

Present relevant interests $\overline{4}$ .

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

Holder of relevant interesr	Registered holder ofsecurities	Person entitled to beregistered as holder	Nature ofrelevantinterest	Class andnumber ofsecurities	Personsvotes
Mark Fortunatow ATF TheAM & JM Trust	Mark Fortunatow ATF TheAM & JM Trust	Mark Fortunatow ATF TheAM & JM Trust	Trustee &beneficiary	15.782.500	13.42%
Paula Fortunatow ATFFortunatow Family Trust	Paula Fortunatow ATFFortunatow Family Trust	ATFPaulaFortunatowFortunatow Family Trust	Beneficiary	25.661.000	21.69%
Mark Fortunatow ATF TheI-Bank Trust	Mark Fortunatow ATF TheI-Bank Trust	Mark Fortunatow ATF TheI-Bank Trust	Trustee &beneficiary	4.851.922	4.10%

5. Changes in association

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

Name and A.C.N	Nature of association
N/A

6. Addresses

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

Name	Address
Mark Fortunatow ATF The AM & JM Trust	20 Penfold Road, Magill, SA
Paula Fortunatow ATF Fortunatow Family Trust	20 Penfold Road, Magill, SA
Mark Fortunatow ATF The I-Bank Trust	20 Penfold Road, Magill, SA

Signature

Print name: Mark Fortunatow

Sign here:

Date: 10/05/2004