AMP LIMITED — Major Shareholding Notification 2009

Feb 15, 2009

==> picture [110 x 40] intentionally omitted <==

Date: 16th February 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 Plc.

The enclosed ASIC Form 604 discloses all required details.

Yours faithfully,

Justin Christopher Head of Custody BNP Paribas Securities Services Phone: 02 9222 0029

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 Plc ACN/ARSN: 000 123 071 & 091 213 839

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 12th February 2009 The previous notice was given to the company on 08-Jan-2009 The previous notice was dated 06-Jan-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
FullyPaid Ordinary	198,350,860	7.14%	168,544,324	6.06%

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
8-Jan-2009 to 12-Feb-2009	AMP Capitial Investors Limited	Share acquisition	$2,501,706.66	Fully Paid Ordinary 3,207,557	3,207,557
9-Jan-2009 to 12-Feb-2009	AMP Capitial Investors Limited	Share disposal	-$9,267,995.51	Fully Paid Ordinary -12,696,930	-12,696,930
9-Feb-2009 to 12-Feb-2009	AMP Life Limited	Share acquisition	$1,504,431.36	Fully Paid Ordinary 2,430,302	2,430,302
7-Jan-2009 to 12-Feb-2009	AMP Life Limited	Share disposal	-$10,943,979.63	Fully Paid Ordinary -15,651,582	-15,651,582
22-Jan-2009 to 2-Feb-2009	ARIA Scheme	Share disposal	-$294,084.11	Fully Paid Ordinary -381,415	-381,415
22-Jan-2009 to 2-Feb-2009	Christian Superannuation Fund	Share disposal	-$80,929.31	Fully Paid Ordinary -104,962	-104,962
12-Jan-2009 to 12-Feb-2009	Cogent Nominees PtyLimited	Share disposal	-$1,050,786.78	Fully Paid Ordinary -1,325,978	-1,325,978
5-Feb-09	Cogent Nominees PtyLimited	Share acquisition	$229,926.39	Fully Paid Ordinary 400,000	400,000
7-Jan-09	Cogent Nominees Pty Limited Accounts>	Share acquisition	$86,555.10	Fully Paid Ordinary 111,684	111,684
7-Jan-2009 to 12-Feb-2009	Cogent Nominees Pty Limited Accounts>	Share disposal	-$3,231,952.39	Fully Paid Ordinary -4,239,456	-4,239,456
9-Jan-2009 to 4-Feb-2009	Government Employees Superannuation Board	Share acquisition	$209,676.97	Fully Paid Ordinary 296,080	296,080
7-Jan-2009 to 2-Feb-2009	Government Employees Superannuation Board	Share disposal	-$341,685.46	Fully Paid Ordinary -420,763	-420,763
7-Jan-2009 to 8-Jan-2009	Queensland Local Government Superannuation Board	Share disposal	-$23,474.05	Fully Paid Ordinary -27,312	-27,312
22-Jan-09	State Authority Superannuation Scheme	Share acquisition	$189,585.40	Fully Paid Ordinary 241,460	241,460
12-Jan-2009 to 12-Feb-2009	State Authority Superannuation Scheme	Share disposal	-$1,096,724.49	Fully Paid Ordinary -1,416,509	-1,416,509
7-Jan-2009 to 8-Jan-2009	StichtingPensioenfolds - ABP	Share disposal	-$167,358.85	Fully Paid Ordinary -194,663	-194,663
7-Jan-2009 to 8-Jan-2009	StichtingPensioenfolds Hoogovens	Share disposal	-$29,273.12	Fully Paid Ordinary -34,049	-34,049

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 Ordinary: 70,235,337	70,235,337
AMP Capital Investors Limited ('AMP Capital')	Cogent Nominees Pty Limited Accounts>	Cogent Nominees Pty Limited Accounts>	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 Ordinary: 48,120,737	48,120,737
	Cogent Nominees Pty Limited	Cogent Nominees Pty Limited		Fully Paid Ordinary: 15,313,692	15,313,692
	Cogent Investment Operations Pty Limited	Cogent Investment Operations Pty Limited		Fully Paid Ordinary: 662,971	662,971
	The Northern Trust Company	DBS Global Property Sector Fund		Fully Paid Ordinary: 232,274	232,274
	The Northern Trust Company	AMPCI KGR Reit USD Fund		Fully Paid Ordinary: 6,573	6,573
	The Northern Trust Company	UNWRA - GLPS Equities		Fully Paid Ordinary: 218,662	218,662
	National Nominees Pty Limited	Nikko AMP Global REIT Fund		Fully Paid Ordinary: 6,985,729	6,985,729
	Citicorp Nominees Pty Limited	Stichting Pensionfonds Hoogovens		Fully Paid Ordinary: 311,758	311,758
	JP Morgan Nominees Australia Limited	DKA AMP Global REIT Mother Fund		Fully Paid Ordinary: 1,133,328	1,133,328
	Goldman Sachs	AMP Capital Investors Australian Long Short Fund		Fully Paid Ordinary: 529,228	529,228
	JP Morgan Nominees Australia Limited	Stichting Pensionfonds ABP		Fully Paid Ordinary: 1,937,765	1,937,765
	JP Morgan Nominees Australia Limited	ARIA Scheme		Fully Paid Ordinary: 2,153,172	2,153,172
	JP Morgan Nominees Australia Limited	QLD Local Government Superannuation Board		Fully Paid Ordinary: 154,029	154,029
	JP Morgan Nominees Australia Limited	State Authority Superannuation Scheme		Fully Paid Ordinary: 5,284,881	5,284,881
	National Nominees Pty Limited	Government Employees Superannuation Board		Fully Paid Ordinary: 1,921,593	1,921,593
	National Nominees Pty Limited	Christian Superannuation Fund		Fully Paid Ordinary: 560,351	560,351
	National Nominees Pty Limited	QLD Local Government Superannuation Board of WA - Sustainable Fund		Fully Paid Ordinary: 1,259,355	1,259,355
	National Nominees Pty Limited	Telstra Listed Property Trust		Fully Paid Ordinary: 2,000,395	2,000,395
AMP Capital Investors Limited as Responsible Entity of the Future Directions Australian Share Fund	Cogent Nominees Pty Limited	AMP Capital Investors Limited	AMP Capital Investors Limited is a controlled body corporate of AMP Limited within the meaning of Section 608(3) of the Corporations Law.	Fully Paid Ordinary: 4,001,300	4,001,300
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 Ordinary: 597,060	597,060
AMP Capital Investors Limited as Responsible Entity of the Future Directions Australian Share Fund 1	Cogent Nominees Pty Limited	AMP Capital Investors Limited		Fully Paid Ordinary: 3,634,484	3,634,484
AMP Capital Investors Limited as Responsible Entity of the EFM Listed Property Fund 1	Cogent Nominees Pty Limited	AMP Capital Investors Limited		Fully Paid Ordinary: 900,000	900,000
AMP Capital Investors Limited as Responsible Investment Leader Australian Share Fund	Cogent Nominees Pty Limited	AMP Capital Investors Limited		Fully Paid Ordinary: 389,650	389,650
				Total: 168,544,324

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 Citicorp Nominees Pty Limited 101 Collins Street, Melbourne VIC 3000 Cogent Nominees Pty Limited Level 6, 60 Castlereagh Street, Sydney NSW 2000 Goldman Sachs Asia LLC 68th Floor, 2 Queens Road, Central Hong Kong Government Employee Superannuation Board PO Box J755, Perth WA 6842 JP Morgan Nominees Australia Limited 259 George Street, Sydney NSW 2000 National Nominees Pty Limited 271 Collins Street, Melbourne VIC 3000 QLD Local Government Superannuation Board Of GPO Box 264, Brisbane QLD 4001 State Authority Superannuation Scheme Level 14, 83 Clarence Street, Sydney NSW 2000 Stichting Pensioenfonds Hoogovens PO Box 10,000, 1970 CA IJmuiden, The Netherlands Stichting Pensioenfonds ABP PO Box 10,000, 1970 CA IJmuiden, The Netherlands 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.