AMP LIMITED — Major Shareholding Notification 2009

Jan 15, 2009

15 January 2009

BY FAX - ORIGINAL IN POST (61 2 9257 7445)

AMP Limited Level 24, AMP Building 33 Alfred Street Sydney, NSW 2000 Australia

Re: Notice of Change in Interests of Substantial Shareholder under Section 671B

Company Secretary:

Enclosed is a Notice of Change in Interests of Substantial Shareholder Under Section 671B dated 14 January 2009. Please note that a copy of this report has been sent to the Australian Stock Exchange.

Neither the Capital Group Companies, Inc. nor any of its affiliates own shares of your company for its own account. Rather, the shares reported on Form 604 are owned by accounts under the discretionary investment management of one or more of the investment management companies that make up the Capital Group Companies, Inc.

For the purposes of this Notice an outstanding share balance of 1,992,891,288 shares was used to calculate the percentages of holdings of the relevant share capital. We believe this outstanding share balance is current; however, if this number is not accurate, please contact us as soon as possible so that we may make the necessary revisions to this Notice.

Should you have questions or require additional information, please contact Gina Martinez or Vivien Tan at (213) 615-0469, or send a fax message to (213) 486-9698. Alternatively, you may contact us via E-mail at GRGroup@capgroup.com.

Regards,

Gina Martinez Compliance Manager

604 page Page 1 of 2

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme AMP Limited ACN/ARSN 1. Details of substantial holder(1) Name The Capital Group Companies, Inc. ACN/ARSN (if applicable) n/a There was a change in the interests of the substantial holder on 14 January 2009 The previous notice was given to the company on 10 December 2008 The previous notice was dated 09 December 2008

The shares reported were owned by accounts under the discretionary investment management of 5 investment management companies (Capital International, Inc., Capital Guardian Trust Company, Capital International S.A., Capital Research and Management Company, and Capital International Limited) which are direct or indirect subsidiaries of The Capital Group Companies, Inc., 333 South Hope Street, 55th Floor, Los Angeles, California 90071 and such shares are being reported in the aggregate.

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 required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous notice	Previous notice	Present notice	Present notice
	Person'svotes	Voting power(5)	Person'svotes	Voting power(5)
Ordinary Shares {OR Stapled Securities}	134,425,682 shares	6.8172%	115,872,510 shares	5.8143%

The shares being reported under this section are owned by accounts under the discretionary investment management of 5 investment management companies (Capital International, Inc., Capital Guardian Trust Company, Capital International S.A., Capital Research and Management Company, and Capital International Limited) which are direct or indirect subsidiaries of The Capital Group Companies, Inc., 333 South Hope Street, 55th Floor, Los Angeles, California 90071 and such shares are being reported in the aggregate.

604 page Page 2 of 2

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
10 Dec 08 Thru 14Jan09	The Capital Group Companies, Inc.	Disposition of Shares	Average price of 5.4010 AUD	18,553,172 Ordinary Shares	18,553,172

See Annexure A dated 09 December 2008

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(8)	Nature of relevant interest (6)	Class and number of securities	Person's votes
		none
See Annexure A dated 14 January 2009 (copy attached)

5. Changes in association

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

6. Addresses

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

Name	Address
The Capital Group Companies, Inc.	333 South Hope Street, 55 ~~th~~Floor LosAngeles, CA90071

Signature

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print name: Liliane Corzo Capacity: Associate Counsel
sign here ______ date 15 January 2009
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Annexure “A”

This is the Annexure of 2 pages marked Annexure “A” referred to in Form 604 signed by this corporation dated 14 January 2009.

The Capital Group Companies, Inc.

By: ________ Liliane Corzo Associate Counsel

Australia Annexure AMP Limited

14 January 2009

CG Investment Management Company Capital Guardian Trust Company Capital International Limited Capital International S.A.	Account Number Number of Shares 44343400 19,052 44359800 116,500 44364700 18,200 153,752 43060800 30,000 43401500 77,000 43406300 158,016 43417500 120,000 43417700 623,300 43417800 23,000 43418800 78,000 43419300 155,600 43420200 109,200 43425700 117,000 43426200 155,100 43426300 167,691 43426700 436,421 43426800 49,009 43426900 106,349 43427100 380,800 43427200 24,000 43439200 189,200 43445200 82,400 43450500 100,000 43464700 81,200 43487700 26,000 43487800 29,034 43506200 18,200 43512000 86,000 43518500 31,100 43558600 156,900 43575100 88,400 43583100 1,060,500 4,759,420 45415200 76,129 45426000 171,659	% Held

Australia Annexure

AMP Limited

14 January 2009

CG Investment Management Company Capital International, Inc. Capital Research and Management Company GRAND TOTAL	Account Number Number of Shares 45508100 26,400 274,188 46520100 356,000 46642200 99,000 455,000 11000005 21,000,000 11000010 25,000,412 11000012 9,179,637 11000016 7,384,003 11000027 7,860,210 11000033 39,354,037 11000071 451,851 110,230,150 115,872,510	% Held
		5.81%

Nominee List

AMP Limited 14 January 2009

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Nominee Name
ANZ Nominees
Level 25, Collins Street
GPO Box 2842 AA
Melbourne 3001 VIC
43060800 30,000
43426700 436,421
43512000 86,000
Total Shares: 552,421
ANZ Nominees Limited (Melbourne)
GPO Box 2842AA
Melbourne, Victoria 3001
Australia
43417800 23,000
Total Shares: 23,000
Chase Manhattan Bank Australia Limited
Level 36 World Trade Centre
Jamison Street
Sydney, NSW 2000 Australia
11000005 21,000,000
11000012 9,179,637
11000016 7,384,003
11000033 39,354,037
43439200 189,200
46642200 99,000
Total Shares: 77,205,877
Chase Manhattan Nominee Ltd.
Australia
43417700 623,300
Total Shares: 623,300
Citicorp Nominees PTY Ltd
Level 26, Mitre 502-30
101 Collins Street
Melbourne, Victoria 3000
43426300 167,691
Total Shares: 167,691
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Nominee List

AMP Limited 14 January 2009

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Nominee Name
Hong Kong Bank Australia
Level 8
1, O'Connell St, GPO Box 5302
Sydney NSW 2001
43401500 77,000
Total Shares: 77,000
JP Morgan Chase Bank
43406300 158,016
Total Shares: 158,016
National Australian Bank LTD.
271 Collins St.
5th Floor South
Melbourne, Victoria 3000
43417500 120,000
43418800 78,000
43419300 155,600
43426800 49,009
43427200 24,000
43575100 88,400
44343400 19,052
Total Shares: 534,061
Northern Trust
c/o NorTrust Nominees Limited
155 Bishopsgate
London EC2M 3XS
43426900 106,349
Total Shares: 106,349
State Street Nominees Limited
Canary Wharf
27th Floor, 1 Canada Square
London E14 5AF
11000027 7,860,210
Total Shares: 7,860,210
Westpac Banking Corp
43426200 155,100
43427100 380,800
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Nominee List

AMP Limited 14 January 2009

Nominee Name

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43518500 31,100
44364700 18,200
45508100 26,400
Total Shares: 611,600
Westpac Custodian Nominees
50 Pitt Street, 8th Floor
Sydney, NSW 2000
Australia
11000010 25,000,412
11000071 451,851
43420200 109,200
43425700 117,000
43445200 82,400
43450500 100,000
43464700 81,200
43487700 26,000
43487800 29,034
43506200 18,200
43558600 156,900
43583100 1,060,500
44359800 116,500
45415200 76,129
45426000 171,659
46520100 356,000
Total Shares: 27,952,985
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