Australia and New Zealand Banking Group Ltd. — Capital/Financing Update 2007

Aug 13, 2007

Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

Australia and New Zealand Banking Group Limited ( “ANZ” )

ABN

11 005 357 522

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of +securities issued or to be Subordinated Notes ( “the Notes” ) issued 2 Number of[+] securities issued or to Fixed Rate A$100,000,000 be issued (if known) or maximum number which may be issued 3 Principal terms of the[+] securities See the Information Memorandum of ANZ (eg, if options, exercise price and dated 26[th] February 2007 in respect of ANZ’s expiry +securities, the amount outstanding date; if partly paid AUD Debt Issuance Program and the Pricing Supplement dated 13[th] of August 2007 for the and due dates for payment; if securities. +convertible securities, the conversion price and dates for conversion)

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 1

Appendix 3B New issue announcement

4 Do the+securities rank equally in all respects from the date of allotment with an existing+class of quoted +securities? If the additional securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 8 Number and +class of all +securities quoted on ASX (_including_the securities in clause 2 if applicable)	New class of securities	New class of securities
	Fixed Rate Securities - Issue Price for the securities is 99.897% of the aggregate nominal amount of the securities. The securities will pay a coupon of 7.30% pa until the call date of 14th August 2012. Thereafter, if not called, the securities will pay a coupon of 3 Month BBSW plus 0.90% pa until maturity of 14thAugust 2017.
	General corporate purposes
	14thAugust 2007
	Number	+Class
	1,863,637,698 10,000,000	Ordinary fully paid 2003 ANZ Stapled Exchangeable Preferred Securities

• See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 2

Appendix 3B New issue announcement

Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)

AUD600m Floating Rate TCD due October 2007 AUD500m 5.80% TCD due October 2007 AUD1195m 5.00% TCD due May 2008 AUD600m Floating Rate TCD due May 2008 AUD400m Floating Rate TCD due March 2009 AUD1025m 6.00% TCD due March 2009 AUD800m 6.00% TCD due March 2010 AUD1050m Floating Rate TCD due March 2010 AUD500m 6.00% TCD due March 2011 AUD800m Floating Rate TCD due March 2011 AUD600m 6.50% TCD due November 2011 AUD750m Floating Rate TCD due November 2011 AUD350m 6.50% Subordinated Notes due May 2014 AUD380m Floating Rate Subordinated Notes due May 2014 AUD300m 6.00% Subordinated Notes due August 2015 AUD400m Floating Rate Subordinated Notes due August 2015 AUD300m 6.25% Subordinated Notes due May 2016 AUD300m Floating Rate Subordinated Notes due May 2016 AUD350m 6.50% Subordinated Notes due March 2017 AUD350m Floating Rate Subordinated Notes due March 2017 AUD100m 7.30% Subordinated Notes due August 2017

9 Number and+class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable)	Number	+Class
	23,045,071	Options on issue
	350,000	2003 Redeemable Preference Shares.

• See chapter 19 for defined terms.

Appendix 3B Page 3

1/1/2003

Appendix 3B New issue announcement

9,000	June 2007 Sterling Preference Shares
750,000	2003 Redeemable Preference Shares (Series 2).
500,000	December 2004 Euro Preference Shares

• 10 Dividend policy (in the case of a Not Applicable trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

11	Is security holder approval
	required?
12	Is the issue renounceable or non-
	renounceable?
13	Ratio in which the+securities will
	be offered
14	+Class of+securities to which the
	offer relates
15	+Record date to determine
	entitlements
16	Will holdings on different registers
	(or subregisters) be aggregated for
	calculating entitlements?
17	Policy for deciding entitlements in
	relation to fractions
18	Names of countries in which the
	entity has+security holders who
	will not be sent new issue
	documents
	Note: Security holders must be told how their
	entitlements are to be dealt with.
	Cross reference: rule 7.7.
19	Closing date for receipt of
	acceptances or renunciations

• See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 4

Appendix 3B New issue announcement

20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of+security holders 25 If the issue is contingent on +security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) 30 How do+security holders sell their entitlements_in full_through a broker? 31 How do+security holders sell_part_ of their entitlements through a broker and accept for the balance?

• See chapter 19 for defined terms.

Appendix 3B Page 5

1/1/2003

Appendix 3B New issue announcement

• 32 How do[+] security holders dispose of their entitlements (except by sale through a broker)?

• 33 +Despatch date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• 34 Type of securities

• ( tick one )

• (a) ⌧[Securities described in Part 1 ]

• (b)[All other securities ]

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or

documents

35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders

• 36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000

• 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

37 ⌧ A copy of any trust deed for the additional[+] securities See Amended And Restated Deed Poll dated 26 February 2007 (as amended from time to time)

• See chapter 19 for defined terms.

Appendix 3B Page 6

1/1/2003

Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38 Number of securities for which +quotation is sought 39 Class of +securities for which quotation is sought 40 Do the[+] securities rank equally in all respects from the date of allotment with an existing[+] class of quoted +securities? If the additional securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security)

Number +Class 42 Number and[+] class of all[+] securities quoted on ASX ( including the securities in clause 38)

• See chapter 19 for defined terms.

Appendix 3B Page 7

1/1/2003

Appendix 3B New issue announcement

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those[+] securities should not be granted[+] quotation.

• An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before[+] quotation of the[+] securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: ............................................................ Date: 14 August 2007 Company Secretary

Print name: John Priestley

== == == == ==

• See chapter 19 for defined terms.

Appendix 3B Page 8

1/1/2003

The form of Pricing Supplement that will be issued in respect of each Tranche of Securities, subject only to the possible deletion of non-applicable provisions, is set out below:

PRICING SUPPLEMENT

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AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED

(Australian Business Number 11 005 357 522)

(Incorporated with limited liability in Australia)

Australian Dollar Debt Issuance Programme

Series No: 44 Tranche No: 1

A$100,000,000 7.30% per annum Fixed Rate Subordinated Notes due 14 August 2017 Issue Price: 99.897 per cent.

Australia and New Zealand Banking Group Limited ABN 11 005 357 522

The date of this Pricing Supplement is 13 August 2007

1

This document constitutes the Pricing Supplement relating to the issue of Securities described herein. Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Information Memorandum dated 26 February 2007. This Pricing Supplement contains the final terms of the Securities and must be read in conjunction with the Information Memorandum, as supplemented as at the Issue Date.

Include whichever of the following apply or specify items as "Not Applicable" or “N/A”. Note that the numbering should remain as set out below, even if "Not Applicable" is indicated for individual paragraphs or sub-paragraphs. Italics denote directions for completing the Pricing Supplement.

1	Issuer:	Australia and New Zealand Banking Group Limited
2	(i) Series Number:	44
	(ii) Tranche Number:	1
	(if fungible with an existing Series, include details of	Not Applicable
	that Series, including the date on which the Securities
	become fungible)
3	Specified Currency:	Australian Dollars
4	Aggregate Nominal Amount:	A$100,000,000
	(i) Tranche:	1
	(ii) Series:	44
5	(i) Issue Price:	99.897 per cent. of the Aggregate Nominal Amount
	(ii) Net proceeds:	A$99,897,000
6	Specified Denomination(s):	A$1,000
7	(i) Issue Date:	14 August 2007
	(ii) Interest Commencement Date:	Issue Date
8	Maturity Date:	14 August 2017
9	Interest Basis:	7.30 per cent per annum.
10	Redemption/Payment Basis:	Redemption at Par
11	Change of Interest or Redemption/Payment Basis:	From and including 14 August 2012, the Securities will
		attract a Floating Rate of interest (Further particulars
		specified below)
12	Put/Call Options:	Issuer Call: The Securities may be redeemed at the
		option of the Issuer in whole or in part at par on any
		Interest Payment Date falling on or after 14 August 2012
		in accordance with Conditions 5.4 and 5.8 (Further
		particulars specified below)
13	Status of the Securities:	Subordinated Notes
14	Listing:	Australian Securities Exchange
15	Method of distribution:	Non-Syndicated

2

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

16	Fixed Rate Security Provisions	Fixed Rate Security Provisions	Applicable
	(i)	Rate(s) of Interest:	7.30 per cent per annum payable semi-annually in
			arrears
	(ii)	Interest Payment Date(s):	14 February and 14 August in each year commencing on
			14 February 2008 up to and including the Maturity Date
	(iii)	Fixed Coupon Amount(s):	A$36.50 per A$1,000 in Nominal Amount on each
			Interest Payment Date up to and including 14 August
			2012
	(iv)	Broken Amount(s):	Not Applicable
	(v)	Business day Convention:	Following Business Day Convention
	(vi)	Day Count Fraction:	RBA Bond Basis
	(vii)	Other terms relating to the method of	Not Applicable
		calculating interest for Fixed Rate Securities:
17	Floating	Rate Security Provisions	Applicable
	(i)	(a)Interest Period(s):	3 months during the period commencing on, and
			including, 14 August 2012 and ending on, but excluding,
			the Maturity Date
		(b)Interest Payment Dates:	14 February, 14 May, 14 August and 14 November of
			each year commencing on 14 November 2012 up to and
			including the Maturity Date
		(c)Interest Period Date if not an Interest	Not Applicable
		Payment Date:
	(ii)	Business Day Convention:	Modified Following Business Day Convention
	(iii)	Manner in which the Rate(s) of Interest	Screen Rate Determination
		is/are to be determined:
	(iv)	Calculation Agent responsible for calculating	Australia and New Zealand Banking Group Limited
		the Rate(s) of Interest and Interest
		Amount(s):
	(v)	Screen Rate Determination:	Applicable
		- Reference Rate:	3 month BBSW
		- Interest Determination Date(s):	The first day of each Interest Period
		- Relevant Screen Page:	Reuters screen page BBSW
	(vi)	Margin(s):	From, and including, 14 August 2012 to the Maturity
			Date: +0.90 per cent per annum
	(vii)	Minimum Rate of Interest:	Not Applicable
	(viii)	Maximum Rate of Interest:	Not Applicable
	(ix)	Rate Multiplier	Not Applicable
	(x)	Day Count Fraction:	Actual/365 (fixed)
	(xi)	Fall back provisions, rounding provisions,	Not Applicable
		denominator and any other terms relating to
		the method of calculating interest on

3

Floating Rate Securities, if different from those set out in the Conditions:

18	Zero Coupon Security Provisions	Not Applicable
19	Index-Linked Interest Security Provisions	Not Applicable
PROVISIONS RELATING TO REDEMPTION
20	Call Option	Applicable
	(i) Option Exercise Date(s) (if other than set	Not Applicable
	out in the Conditions):
	(ii) Optional Redemption Date(s):	Any Interest Payment Date falling on or after 14 August
		2012
	(iii) Optional Redemption Amount(s) and	The Securities may be redeemed at the option of the
	method, if any, of calculation of such	Issuer, in whole or in part, in accordance with Conditions
	amount(s):	5.4 and 5.8
	(iv) If redeemable in part:	Applicable
	(a) Minimum Redemption Amount:	Not Applicable
	(b) Maximum Redemption Amount:	Not Applicable
21	Put Option	Not Applicable
22	Final Redemption Amount:	Outstanding Nominal Amount
23	Early Redemption Amount:	Outstanding Nominal Amount
	Early Redemption Amount(s) payable on redemption
	for taxation reasons or on Event of Default and/or the
	method of calculating the same (if required or if
	different from that set out in the Conditions)
GENERAL	PROVISIONS APPLICABLE TO THE SECURITIES
24	Form of Securities:	Registered
25	Additional Financial Centre(s) (for the purposes of the	Not Applicable
	“Business Day” definition) or other special provisions
	relating to Interest Payment Dates:
26	Public Offer Test compliant	Yes
27	Details relating to Instalment Notes, including	Not Applicable
	Instalment Amount(s) and Instalment Date(s):
28	Consolidation provisions:	Not Applicable
29	Governing law:	State of Victoria and Commonwealth of Australia
30	Other terms or special conditions:	Not Applicable
DISTRIBUTION
31	If syndicated, names of Lead Managers and the	Not Applicable
	Dealers:
32	If non-syndicated, name of Dealer:	Australia and New Zealand Banking Group Limited
33	Additional selling restrictions:	Not Applicable

4

OPERATIONAL INFORMATION

34	ISIN:	AU0000ANZHU4
35	Common Code	Not Applicable
36	Any clearing system(s) other than Austraclear and the	Not Applicable
	relevant identification number(s):

LISTING APPLICATION

This Pricing Supplement comprises the details required to list the Securities described herein pursuant to the Australian Dollar Debt Issuance programme as from 14 August 2007.

RESPONSIBILITY

The Issuer accepts responsibility for the information contained in this Pricing Supplement.

Signed on behalf of the Issuer:

By: …………………………... Duly Authorised Signatory/Attorney

5