Australia and New Zealand Banking Group Ltd. — Director's Dealing 2015

Sep 17, 2015

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

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 30/09/01 Amended 01/01/11

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

We Australia and New Zealand Banking Group Limited give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director Mr Michael Roger Pearson Smith Date of last notice 03 July 2015

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Ordinary Shares:

Ordinary Shares:
Direct or indirect interest	Direct – 0Indirect–1,002,033
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to therelevant interest.• ANZEST Pty Ltd-ANZ Employee Share AcquisitionPlan• Michael & Maria SmithSuperannuation Fund Pty Ltd as trusteefor Michael & Maria SmithSuperannuation Fund• Michael & Maria Smith Pty Ltd astrustee for Michael & Maria SmithFamily Trust	Ordinary shares94,329Ordinary shares118,392Ordinary shares789,312

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Date of change	17 September 2015
No. of securities held prior to change		1,002,033
Class	Ordinary shares
Number acquired (direct)	Ordinary shares567
Number disposed	N/A
Value/ConsiderationNote: If consideration is non-cash, provide details andestimated valuation	567 Ordinary Shares issued at an issue price of$26.50 per Ordinary Share pursuant to the ANZShare Purchase Plan which was announced to theASX on6August 2015 (“SPP”).
No. of securities held after changeDirect – Increased (by 567)Indirect – UnchangedTotal of interest		5671,002,0331,002,600
Nature of changeExample: on-market trade, off-market trade, exercise ofoptions, issue of securities under dividend reinvestment plan,participation in buy-back	Ordinary Shares issued pursuant to the SPP inconnection with an application via ANZEST PtyLtd, with the shares being issued directly into MrSmith’s name under the terms of the SPP.

Options over unissued ordinary shares:

Options over unissued ordinary shares:
Direct or indirect interest	Direct – 759,168Indirect-Nil
Date of change	N/A
No. of options held prior to change	759,168
Class	Options over unissued Ordinary shares
Number of options acquired (direct)	N/A
Number of options disposed (direct)	N/A
Value/ConsiderationNote: If consideration is non-cash, provide details andestimated valuation	N/A
No. of options held after changeDirect – UnchangedIndirect - Unchanged	759,168Nil
Nature of changeExample: on-market trade, off-market trade, exercise ofoptions, issue of securities under dividend reinvestment plan,participation in buy-back	N/A

Part 2 – Change of director’s interests in contracts – Nil

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Part 3 – +Closed period

Part 3 – +Closed period
Were the interests in the securities or contracts detailedabove traded during a+closed period where prior writtenclearance was required?	Yes
If so, was prior written clearance provided to allow the tradeto proceed during this period?	Yes
If prior written clearance was provided, on what date was thisprovided?	06 August 2015

……………………………. John Priestley Company Secretary Australia and New Zealand Banking Group Limited 18 September 2015

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3