WISR LIMITED — Major Shareholding Notification 2004

Nov 22, 2004

Your Ref: ARB:KJL:770369 Our Ref:

Writer: Adam Brooks - Partner Direct Line: 9641 8904 Direct Fax: 9641 8978 abrooks@hgr.com.au e-mail:

23 November 2004

BY FACSIMILE TRANSMISSION: 1900 999 279

5 Pages (including this one)

Australian Stock Exchange 530 Collins Street MELBOURNE VIC 3000

Dear Sir/Madam

Berklee Limited Estate of Maxwell Baird Moffatt Form 604

We act on behalf of the above estate.

Please find enclosed ASIC Form 604.

If you have any questions, please contact us.

Yours faithfully HERBERT GEER & RUNDLE

Audelphine

Level 21 385 Bourke Street Melbourne Vic 3000 Australia GPO Box 524 Melbourne Vic 3001 Australia DX 426 Melbourne Telephone +613 9670 6123 Facsimile +613 9642 0575 Sydney Telephone +612 9239 4500 Brisbane Telephone +617 3224 1500 e-mail info@hgr.com.au www.hgr.com.au

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	BERKLEE LIMITED
ACN/ARSN	ACN 004 661 205
1. Details of substantial holder (1) Name ACN/ARSN (if applicable)	ESTATE OF MAXWELL BAIRD MOFFATT (DECEASED) Not Applicable
There was a change in the interests of the substantial holder on	22/11/04
The previous notice was given to the company on	06/08/04
The previous notice was dated	06/08/04

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 r scheme, are as follows:

Class of securities (4)	Previous notice		Present notice
____	Person's votes	Voting power (5)	Person's votes	Voting power (5)
⊃rdinarv i	2.031.287	14.45%	1.843.000	13.11%

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 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
16.08.04	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Sale	\$4,057.56	6,000 Ordinary	6,000
16.08.04	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Sale	\$6,563.70	10,000 Ordinary	10.000
12.10.04	James Gordon Maxwell Moffatt. Charlotte Moffatt and Charles Keith Geer	On Market Sale	\$41,680.15	63,501 Ordinary	63.501

|--|--|--|--|--|

20.10.04	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Sale	\$10,755.91	15,905 Ordinary	15,905
25.10.04	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Sale	\$9,661.56	14,500 Ordinary	14,500
26.10.04	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Sale	\$333.16	500 Ordinary	500
05.11.04	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Sale	\$587.02	881 Ordinary	881
10.11.04	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Sale	\$4,733.82	7,000 Ordinary	7,000
11.11.04	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Sale	\$1,014.39	1,500 Ordinary	1,500
12.11.01	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Sale	\$6,167.49	9,120 Ordinary	9,120
17.11.04	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Sale	\$4,331.44	6,405 Ordinary	6,405
18,11.04	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Sale	\$2,011.88	2,975 Ordinary	2,975
22.11.04	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Sale	\$32,545.70	50,000 Ordinary	50,000

4. Present relevant interests

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

Class and Person's votes Registered holder Person entitled to Nature of Holder of relevant relevant interest number of be registered as of securities interest securities holder (8) (6)
--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------	--

Estate of Maxwell Baird Moffatt (Deceased)	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	James Gordon Maxwell Moffatt. Charlotte Moffatt and Charles Keith Geer	Holder as Trustees of the Estate of Maxwell Baird Moffatt (deceased)	1,843,000	1,843,000
------------------------------------------------------------	---------------------------------------------------------------------------------------------	---------------------------------------------------------------------------------------------	-------------------------------------------------------------------------------------	-----------	-----------

5. Changes in association

The persons who have become associates (2) of, ceased to be associated 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
N/A	۰۱/۲

6. Addresses

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

Name	Address
James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	C/- Herbert Geer & Rundle, Level 21, 385 Bourke Street, Melbourne, Vic 3000

Signature

print name	HERBERT GEER & RUNDLE	Capacity	Solicitor and Agent for Gordon Maxwell James Moffatt for and on behalf of the Estate of Maxwell Baird Moffatt (deceased)
sign here			date 23 November 2004
	DIRECTIONS

• If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and Its related corporations, or the manger and trustee of an equity trust), the names could be included in an anne $(1)$
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
• $(6)$ Include details of:
• any relevant agreement or other droumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person $\left( 1\right)$ 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
  powers or disposal of the securities to which the relevant interest relates (indicating clearly the $(b)$

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 $(7)$ 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.

• If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises bacause of an option)
  write "unknown". $(8)$
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$