AMP LIMITED — Major Shareholding Notification 2009

Aug 30, 2009

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Date:

31st August 2009

The Manager Listings Department Australian Stock Exchange Limited

No. of Pages (incl.): 4

NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER

Dear Sir/Madam,

Pursuant to Section 671B of the Corporations Law, AMP Limited hereby advises of a change in its relevant interest in Goodman Group.

The enclosed ASIC Form 604 discloses all required details.

Yours faithfully,

Glen Moran Head of Corporate Actions BNP Paribas Securities Services Phone: 02 9222 0091

BNP PARIBAS FUND SERVICES AUSTRALASIA PTY LTD Level 6 60 Castlereagh Street Sydney NSW 2000 Australia PO BOX R209 Royal Exchange NSW 1225 Australia Tel: +61 2 9222 0000 - Fax: +61 2 9222 0255 ABN 71 002 655 674

Form 604 Corporations Law Section 671B Notice of Change of Interests of Substantial Holder

To: Goodman Group ACN/ARSN: 000 123 071

1. Details of substantial holder

Name: AMP Limited ACN 079 354 519 and its related bodies corporate.

There was a change in the interests of the substantial holder on 27th August 2009 The previous notice was given to the company on 06-Jul-2009 The previous notice was dated 02-Jul-2009

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 had a relevant interest in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities	Person’s votes Voting power Previous notice	Person’s votes Voting power Previous notice	Person’s votes Voting power Present notice	Person’s votes Voting power Present notice
Fully Paid Stapled Securities (US Prohibited)	143,103,120	5.15%	378,389,582	7.31%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, relevant interests of the substantial holder or an associate in voting securities of the company 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 _	Consideration given in _relation to change _	Class and number of shares affected	Person’s votes affected
3-Jul-2009 to 27-Aug-2009	AMP Capitial Investors Limited	Share acquisition	$48,417,070.92	Fully Paid Stapled Securities (US Prohibited) 110,534,809	110,534,809
11-Aug-2009 to 26-Aug-2009	AMP Capitial Investors Limited	Share disposal	-$1,168,898.78	Fully Paid Stapled Securities (US Prohibited) -2,150,000	-2,150,000
3-Jul-2009 to 21-Aug-2009	AMP Henderson Global Investors (NZ)Limited	Share acquisition	$872,922.14	Fully Paid Stapled Securities (US Prohibited) 1,977,010	1,977,010
16-Jul-2009 to 26-Aug-2009	AMP Life Limited	Share acquisition	$42,932,079.05	Fully Paid Stapled Securities (US Prohibited) 101,863,941	101,863,941
3-Jul-2009 to 27-Aug-2009	AMP Life Limited	Share disposal	-$5,106,319.49	Fully Paid Stapled Securities (US Prohibited) -8,605,164	-8,605,164
25-Aug-09	AMPCI Sustainable Extended Alpha Fund	Share acquisition	$881,014.23	Fully Paid Stapled Securities (US Prohibited) 1,545,639	1,545,639
26-Aug-09	ARIA Scheme	Share acquisition	$1,333,887.60	Fully Paid Stapled Securities (US Prohibited) 3,334,719	3,334,719
10-Aug-09	ARIA Scheme	Share disposal	-$796,203.31	Fully Paid Stapled Securities (US Prohibited) -1,540,873	-1,540,873
26-Aug-09	Christian Superannuation Fund	Share acquisition	$343,945.60	Fully Paid Stapled Securities (US Prohibited) 859,864	859,864
10-Aug-09	Christian Superannuation Fund	Share disposal	-$217,374.14	Fully Paid Stapled Securities (US Prohibited) -420,679	-420,679
26-Aug-09	Cogent Nominees PtyLimited	Share acquisition	$1,623,356.00	Fully Paid Stapled Securities (US Prohibited) 4,058,390	4,058,390
27-Aug-09	Cogent Nominees PtyLimited	Share disposal	-$40,245.73	Fully Paid Stapled Securities (US Prohibited) -71,716	-71,716
26-Aug-09	Cogent Nominees Pty Limited Accounts>	Share acquisition	$12,526,472.80	Fully Paid Stapled Securities (US Prohibited) 31,316,182	31,316,182
10-Aug-2009 to 27-Aug-2009	Cogent Nominees Pty Limited Accounts>	Share disposal	-$6,593,970.25	Fully Paid Stapled Securities (US Prohibited) -12,753,245	-12,753,245
26-Aug-09	Government Employees Superannuation Board	Share acquisition	$1,984,007.60	Fully Paid Stapled Securities (US Prohibited) 4,960,019	4,960,019
10-Aug-2009 to 24-Aug-2009	Government Employees Superannuation Board	Share disposal	-$639,543.41	Fully Paid Stapled Securities (US Prohibited) -1,225,393	-1,225,393
26-Aug-09	Queensland Local Government Superannuation Board	Share acquisition	$129,611.60	Fully Paid Stapled Securities (US Prohibited) 324,029	324,029
19-Aug-2009 to 24-Aug-2009	Queensland Local Government Superannuation Board	Share disposal	-$24,473.05	Fully Paid Stapled Securities (US Prohibited) -45,000	-45,000
10-Aug-09	StichtingPensioenfolds - ABP	Share acquisition	$591,071.70	Fully Paid Stapled Securities (US Prohibited) 1,153,710	1,153,710
10-Aug-09	StichtingPensioenfolds Hoogovens	Share acquisition	$87,207.56	Fully Paid Stapled Securities (US Prohibited) 170,220	170,220

4. Present relevant interests

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

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder	Nature of relevant interest	Class and number of securities	Person’s votes affected
AMP Life Limited	AMP Life Limited	AMP Life Limited	AMP Life is entitled to be the registered holder of the class and number of securities listed beside its name AMP Life Limited is a controlled body corporate of AMP Limited within the meaning of Section 608(3) of the Corporations Law	Fully Paid Stapled Securities (US Prohibited): 153,987,373	153,987,373
AMP Capital Investors (NZ) Limited (‘AMP Capital NZ’)	Pageant Limited	AMP Capital Global Property Securities Fund	AMP Capital NZ is a controlled body corporate of AMP Limited within the meaning of Section 608(3) of the Corporations Law	Fully Paid Stapled Securities (US Prohibited): 2,576,945	2,576,945
AMP Capital Investors Limited ('AMP Capital')	Cogent Nominees Pty Limited Accounts>	Cogent Nominees Pty Limited Accounts>	AMP Capital Investors Limited is a controlled body corporate of AMP Limited within the meaning of Section 608(3) of the Corporations Law. AMP Capital, in its capacity as the investment manager for the persons or trusts listed besides its name, has the power to control voting and/or the disposal of securities. AMP Capital is a controlled body corporate of AMP Limited within the meaning of Section 608(3) of the Corporations Law	Fully Paid Stapled Securities (US Prohibited): 96,448,765	96,448,765
	Cogent Nominees Pty Limited	Cogent Nominees Pty Limited		Fully Paid Stapled Securities (US Prohibited): 46,177,132	46,177,132
	The Northern Trust Company	DBS Global Property Sector Fund		Fully Paid Stapled Securities (US Prohibited): 720,177	720,177
	The Northern Trust Company	AMPCI KGR Reit USD Fund		Fully Paid Stapled Securities (US Prohibited): 20,692	20,692
	The Northern Trust Company	UNWRA - GLPS Equities		Fully Paid Stapled Securities (US Prohibited): 801,633	801,633
	National Nominees Pty Limited	Nikko AMP Global REIT Fund		Fully Paid Stapled Securities (US Prohibited): 35,889,439	35,889,439
	Citicorp Nominees Pty Limited	Stichting Pensionfonds Hoogovens		Fully Paid Stapled Securities (US Prohibited): 170,220	170,220
	JP Morgan Nominees Australia Limited	DKA AMP Global REIT Mother Fund		Fully Paid Stapled Securities (US Prohibited): 2,970,620	2,970,620
	Goldman Sachs	AMP Capital Investors Australian Long Short Fund		Fully Paid Stapled Securities (US Prohibited): 708,456	708,456
	Citicorp Nominees Pty Limited	AMPCI Sustainable Extended Alpha Fund		Fully Paid Stapled Securities (US Prohibited): 1,545,639	1,545,639
	JP Morgan Nominees Australia Limited	Stichting Pensionfonds ABP		Fully Paid Stapled Securities (US Prohibited): 1,153,710	1,153,710
	JP Morgan Nominees Australia Limited	ARIA Scheme		Fully Paid Stapled Securities (US Prohibited): 3,792,375	3,792,375
	JP Morgan Nominees Australia Limited	QLD Local Government Superannuation Board		Fully Paid Stapled Securities (US Prohibited): 373,058	373,058
	National Nominees Pty Limited	Government Employees Superannuation Board		Fully Paid Stapled Securities (US Prohibited): 3,973,186	3,973,186
	National Nominees Pty Limited	Christian Superannuation Fund		Fully Paid Stapled Securities (US Prohibited): 954,510	954,510
	National Nominees Pty Limited	QLD Local Government Superannuation Board of WA - Sustainable Fund		Fully Paid Stapled Securities (US Prohibited): 2,110,778	2,110,778
	National Nominees Pty Limited	Telstra Listed Property Trust		Fully Paid Stapled Securities (US Prohibited): 5,721,692	5,721,692
AMP Capital Investors Limited as Responsible Entity of the Future Directions Enhanced Index Global Property Securities Fund	Cogent Nominees Pty Limited	AMP Capital Investors Limited		Fully Paid Stapled Securities (US Prohibited): 3,741,406	3,741,406
AMP Capital Investors Limited as Responsible Entity of the EFM Listed Property Fund 1	Cogent Nominees Pty Limited	AMP Capital Investors Limited		Fully Paid Stapled Securities (US Prohibited): 8,835,992	8,835,992
AMP Capital Investors Limited as Responsible Entity of the EFM Australian Share Fund 2	Cogent Nominees Pty Limited	AMP Capital Investors Limited		Fully Paid Stapled Securities (US Prohibited): 6,384	6,384
AMP Capital Investors Limited as Responsible Entity of the EFM Australian Share Fund 7	Cogent Nominees Pty Limited	AMP Capital Investors Limited		Fully Paid Stapled Securities (US Prohibited): 3,994,678	3,994,678
AMP Capital Investors Limited as Future Directions Australian ShareFund	Cogent Nominees Pty Limited	AMP Capital Investors Limited		Fully Paid Stapled Securities (US Prohibited): 1,154,352	1,154,352
AMP Capital Investors Limited as Responsible Investment Leader Australian Share Fund	Cogent Nominees Pty Limited	AMP Capital Investors Limited		Fully Paid Stapled Securities (US Prohibited): 560,370	560,370

Total: 378,389,582

5. Change in association

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

Name and ACN Nature of association No Changes

6. Addresses

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

Name	Address
AMP Life Limited	Level 24, 33 Alfred Street, Sydney NSW 2000
AMP Capital Investors Limited	Level 22, 33 Alfred Street, Sydney NSW 2000
AMP Capital Investors (NZ) Limited	City Tower, 95 Custom House Quay, Wellington, N.Z
Citicorp Nominees Pty Limited	101 Collins Street, Melbourne VIC 3000
Cogent Nominees Pty Limited	Level 6, 60 Castlereagh Street, Sydney NSW 2000
DBS Global Property Sector Fund	8 Cross Street, # 27-01 PWC Building, Singapore 048424
Goldman Sachs Asia LLC	68th Floor, 2 Queens Road, Central Hong Kong
Government Employee Superannuation Board	PO Box J755, Perth WA 6842
Henderson Global Investors Limited	3 Finsbury Ave, London EC2M 2PA, United Kingdom
JP Morgan Nominees Australia Limited	259 George Street, Sydney NSW 2000
National Nominees Pty Limited	271 Collins Street, Melbourne VIC 3000
New Zealand Central Securities Depository Limited	PO Box 2099, Wellington, New Zealand
Nikko AMP Global REIT Fund	1-1-3 Yurakucho Chiyoda-ku, Tokyo 100-0006 Japan
QLD Local Government Superannuation Board	Of GPO Box 264, Brisbane QLD 4001
Stichting Pensioenfonds Hoogovens	PO Box 10,000, 1970 CA IJmuiden, The Netherlands
Stichting Pensioenfonds ABP	PO Box 10,000, 1970 CA IJmuiden, The Netherlands
Telstra Listed Property Trust	Level 3, 215 Spring Street, Melbourne 3000
The Northern Trust Company	80 Raffles Place, #46-00 UOB Plaza 1 Singapore 048625

This notice of change of interests of substantial holder (ASIC Form 604) comprises 3 page/s in total.