AMP LIMITED — Major Shareholding Notification 2010

May 2, 2010

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Date: 3rd May, 2010

The Manager Listings Department Australian Stock Exchange Limited

No. of Pages (incl.): 3

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 Kathmandu Holdings Limited.

The enclosed ASIC Form 604 discloses all required details.

Yours faithfully,

Raja Burman 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: Kathmandu Holdings Limited ACN/ARSN: 139 836 918 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 29th April, 2010 The previous notice was given to the company on 25-Feb-2010 The previous notice was dated 23-Feb-2010

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	10,435,455	5.22%	12,496,124	6.25%

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
24-Feb-2010 to 28-Apr-2010	AMP Capitial Investors Limited	Share acquisition	$3,403,182.21	Fully Paid Ordinary 1,809,361	1,809,361
29-Apr-10	AMP Capitial Investors Limited	Share disposal	-$107,364.08	Fully Paid Ordinary -58,893	-58,893
24-Feb-2010 to 12-Mar-2010	AMP Henderson Global Investors (NZ)Limited	Share acquisition	$549,750.36	Fully Paid Ordinary 320,828	320,828
22-Mar-2010 to 23-Apr-2010	AMP Henderson Global Investors (NZ)Limited	Share disposal	-$469,517.65	Fully Paid Ordinary -189,300	-189,300
18-Mar-2010 to 28-Apr-2010	AMP Life Limited	Share acquisition	$325,482.23	Fully Paid Ordinary 178,673	178,673

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: 1,263,914	1,263,914
AMP Capital Investors (NZ) Limited (‘AMP Capital NZ’)	NZGT Nominees Limited, Nominee for the New Zealand Guardian Trust Company	AMPCI New Zealand Shares 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 Ordinary: 876,852	876,852
	NZGT Nominees Limited, Nominee for the New Zealand Guardian Trust Company	AMPCI Strategic New Zealand Shares Fund		Fully Paid Ordinary: 2,129,672	2,129,672
	AMP Custodian Services (NZ) Limited	Comm Trust of Southland		Fully Paid Ordinary: 63,500	63,500
	BNP Paribas Fund Services Australasia PTY Limited	New Zealand Equity Index Portfolio		Fully Paid Ordinary: 16,600	16,600
	Guardians of New Zealand Superannuation	New Zealand Superannuation Fund		Fully Paid Ordinary: 1,085,779	1,085,779
AMP Capital Investors Limited ('AMP Capital')	Cogent Nominees Pty Limited	Cogent Nominees Pty Limited	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: 4,695,012	4,695,012
	Citicorp Nominees Pty Limited	AMPCI Sustainable ExtendedAlphaFund		Fully Paid Ordinary: 258,198	258,198
	National Nominees Pty Limited	Christian Superannuation Fund		Fully Paid Ordinary: 153,678	153,678
	National Nominees Pty Limited	Commonwealth Bank Officers Superannunation Corporation Pty Ltd as trustee for the Officers' Superannuation Fund		Fully Paid Ordinary: 80,000	80,000

	National Nominees Pty Limited	QLD Local Government Superannuation Board of WA - Sustainable Fund		Fully Paid Ordinary: 345,023	345,023
AMP Capital Investors Limited as Future Directions Australian ShareFund	Cogent Nominees Pty Limited	AMP Capital Investors Limited		Fully Paid Ordinary: 6,245	6,245
AMP Capital Investors Limited as Future Directions Australian Small Companies Fund	Cogent Nominees Pty Limited	AMP Capital Investors Limited		Fully Paid Ordinary: 728,904	728,904
AMP Capital Investors Limited as Future Directions Australian Small Companies Fund	Cogent Nominees Pty Limited	AMP Capital Investors Limited		Fully Paid Ordinary: 792,747	792,747
				Total: 12,496,124

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 Commonwealth Bank Officers Superannuation Corporation Pty Ltd 9th Floor, 48 Martin Place, Sydney NSW 2000 Henderson Global Investors Limited 3 Finsbury Ave, London EC2M 2PA, United Kingdom National Nominees Pty Limited 271 Collins Street, Melbourne VIC 3000 QLD Local Government Superannuation Board Of GPO Box 264, Brisbane QLD 4001

This notice of change of interests of substantial holder (ASIC Form 604) comprises 2 page/s in total.