AMP LIMITED — Director's Dealing 2015

May 24, 2015

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25 May 2015

Manager Client and Market Services Team ASX Market Announcements NZX Limited Australian Securities Exchange Level 1, NZX Centre, 11 Cable Street Level 4, 20 Bridge Street PO Box 2959 Sydney NSW 2000 Wellington, New Zealand

Announcement No: 15/2015 AMP Limited (ASX/NZX: AMP)

Appendix 3Y – Change in Director’s Interest Notice

Please refer to the attached document.

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Public Affairs T 02 9257 6127 E media@amp.com.au W AMP.com.au/media AMP_AU

AMP Limited 33 Alfred Street, Sydney NSW 2000 Australia ABN 49 079 354 519

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 30/09/01 Amended 01/01/11

Name of entity: AMP LIMITED

ABN: 49 079 354 519

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.

We (the entity) give ASX the followingthe director for the purposes of section	information under listing rule 3.19A.2 and as agent for205G of the Corporations Act.
Name of Director	Simon Vincent MCKEON
Date of last notice	24 March 2015

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	Direct and indirect
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving riseto the relevant interest.	See below
Date of change	19 May 2015
No. of securities held prior to change	•12,685 Ordinary Shares registered in the name of theDirector•101,236 Ordinary Shares registered in the name ofBros Nominees Pty Limited as trustee for the BrosNominees Super Fund; and•36,079 Ordinary Shares registered in the name of theDirector as executor of The Estate of N H McKeon.
Class	Ordinary
Number acquired	10,000 Ordinary Shares
Number disposed	N/A
Value/ConsiderationNote: If consideration is non-cash, provide detailsand estimated valuation	10,000 Ordinary Shares at AUD 6.32 per share.

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change	•12,685 Ordinary Shares registered in the name of theDirector;•101,236 Ordinary Shares registered in the name ofBros Nominees Pty Limited as trustee for the BrosNominees Super Fund; and•46,079 Ordinary Shares registered in the name of theDirector as executor of The Estate of N H McKeon.
Nature of changeExample:on-markettrade,off-markettrade,exercise of options, issue of securities underdividend reinvestment plan, participation in buy-back	10,000 Ordinary Shares were purchased on market andregistered in the name of the Director as executor of TheEstate of N H McKeon.

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 to whichinterest related prior to changeNote: Details are only required for a contract inrelation to which the interest has changed	N/A
Interest acquired	N/A
Interest disposed	N/A
Value/ConsiderationNote: If consideration is non-cash, provide detailsand an estimated valuation	N/A
Interest after change	N/A

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailedabove traded during a+closed period where prior writtenclearance was required?	No
If so, was prior written clearance provided to allow the tradeto proceed during this period?	N/A
If prior written clearance was provided, on what date was thisprovided?	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011