Owner Vodafone Pty Limited ACN/ARBN 062 954 554

Service Gilbert + Tobin Lawyers Level **** Street SYDNEY NSW 2000

Various Provisions of paragraph 44(3)(b) applied.

Filing Date 20 May 2004

Class 9 Telecommunications, telephonic, communications, electrical and electronic apparatus and instruments; apparatus and instruments for the processing, transmission, reproduction, storage, logging, reception and retrieval of data being in the form of encoded data, text, audio, graphic images or video or a combination of these formats; modems; radio apparatus and instruments including radio pagers and radio facsimile apparatus and instruments; encoded cards; smart cards; media for storing information, data, images and sound; machine readable media; digital music (downloadable) provided from a computer database or the Internet, including MP3 Internet websites; personal digital assistants; satellite receiving and transmission apparatus and instruments; tokens f o r a c t i v a t i n g e l e c t r i c a l , e l e c t r o n i c a n d telecommunications apparatus and instruments; apparatus for listening to music downloaded from the I n t e r n e t ; b a t t e r y c h a r g e r s f o r u s e w i t h telecommunications apparatus; batteries; adapters for use with telecommunications apparatus; radio telephones, mobile and fixed telephones; films, video, audio and graphic images downloadable from the Internet; television apparatus and instruments; peripheral equipment for televisions and computers; electrical and electronic game apparatus included in this class; computers including laptop and notebook computers; electronic personal organisers; electronic navigational and positional apparatus and instruments including global positioning systems; satellite navigational and positional apparatus and instruments; desk or car mounted units incorporating a loud speaker which permits hands-free use of a telephone handset; in-car telephone handset cradles; parts and fittings included in this class for all the aforementioned goods; downloadable ring tones and graphics for mobile phones; CD ROMs; electronic publications (downloadable) provided on-line from a computer database, the Internet or other electronic network; computer software relating to all the above and telecommunications services; telephone directory databases; parts and fittings for the aforementioned goods

Class 35 Wholesale and retail services, including wholesale and retail services relating to the sales including the pre-paid sales of telecommunications and communications equipment, mobile electronic equipment, software and airtime on mobile communication networks, including such services provided by mail-order services; advertising services, including dissemination of advertising material; business and commercial management and administration services; office function services; rental of advertising space; information services in relation to advertising, business management, business administration and office functions; database and data processing services, data management services; business promotion, research, management, administration, assistance and information services; business strategy and planning services; market analysis and survey services; publication of information and publicity text; compilation of statistical information; provision of trade information; business information services; compilation of information into computer databases; retail of computer software; information and advisory services relating to the foregoing; rental of vending machines; provision and management of sales and promotional incentive schemes and loyalty schemes, including loyalty card services, customer loyalty schemes and other customer programs; provision of ecommerce business solutions information and consultancy services relating to the aforementioned services

Class 38 T e l e c o m m u n i c a t i o n , m o b i l e a n d f i x e d telecommunication and telephone, satellite telecommunication, cellular telecommunication, radio and cellular telephone, radio facsimile, radio paging and radio communication services; transmission and receiving by radio; hire, leasing and rental of telecommunications, radio, radio telephone and radio facsimile apparatus; communication of data by radio, telecommunications and by satellite; automatic telephone answering services; personal numbering services; provision of replacement telecommunications apparatus in the case of breakdown, loss or theft; provision of Internet services, in particular Internet access services; telecommunication of information (including web pages), computer programs and any other data; electronic mail services; provision of customised display screens on telecommunications apparatus; provision of directory services; provision of location based services for telecommunications apparatus; provision of wireless application protocol services including those utilising a secure communications channel; provision of information r e l a t i n g t o o r i d e n t i f y i n g t e l e p h o n e a n d telecommunications apparatus and instruments; provision of telephone directory services; data interchange services; transfer of data by telecommunications; broadcast or transmission of radio or television programs; video text, teletext and viewdata services; messaging services, including, sending, receiving and forwarding messages in the form of text, audio, graphic images or video or a combination of these formats; unified messaging services; voicemail services; providing data network services; video conferencing services; video telephone services; providing telecommunications connections to the Internet or databases; providing access to digital music websites on the Internet; providing access to MP3 websites on the Internet; delivery of digital music by telecommunications; operation of search engines; computer aided transmission of messages, data and images; computer communication services; news agency services; transmission of news and current affairs information; information and consultancy services relating to the aforementioned services