Australia and New Zealand Banking Group Ltd. — Share Issue/Capital Change 2008

Aug 14, 2008

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 issued 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued	Transferable Certificates of Deposit
	Fixed Rate A$120,000,000 (“TD46(T3)”) Fixed Rate A$350,000,000 (“TD40(T2)”) Floating Rate A$700,000,000 (“TD41(T3)”)

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 1

Appendix 3B New issue announcement

3 Principal terms of the[+] securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

See the Information Memorandum of ANZ dated 26 February 2007 in respect of ANZ’s AUD Debt Issuance Program and the Pricing Supplements dated 15 August 2008 for each of the respective securities.

Also see the Information Memorandum of ANZ dated 23 April 2004 in respect of ANZ’s AUD Debt Issuance Program with respect to TD40(T2) and TD41(T3).

• See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 2

Appendix 3B New issue announcement

4 Do the[+] securities rank equally in all The securities notated TD46(T3) will be respects from the date of allotment fungible with ANZ 3Yr Fixed Rate with an existing[+] class of quoted A$310,000,000 TD 46. +securities? The securities notated TD40(T2) will be If the additional securities do not fungible with ANZ 5Yr Fixed Rate rank equally, please state: • the date from which they do A$600,000,000 TD 40. • the extent to which they The securities notated TD41(T3) will be participate for the next dividend, (in the case of a trust, fungible with ANZ 5Yr Floating Rate distribution) or interest payment A$750,000,000 TD41.

• 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

TD46(T3) – Issue price for securities is 101.825 per cent (consisting of 98.972 per cent on account of principal and 2.853 per cent on account of accrued interest) of the aggregate principal amount of the securities. The securities will pay a coupon of 7.00%pa. TD40(T2) – Issue price for securities is 98.261 per cent (consisting of 96.512 per cent on account of principal and 1.749 per cent on account of accrued interest) of the aggregate principal amount of the securities. The securities will pay a coupon of 6.50%pa. TD41(T3) – Issue price for securities is 98.012 per cent (consisting of 97.869 per cent on account of principal and 0.143 per cent on account of accrued interest) of the aggregate principal amount of the securities. The securities will pay 3 month BBSW + 0.15 per cent per annum. .

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 3

Appendix 3B New issue announcement

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)	General corporate purposes	General corporate purposes
	15 August 2008
	Number	+Class
	1,978,535,353 10,000,000	Ordinary fully paid 2003 ANZ Stapled Exchangeable Preferred Securities

• See chapter 19 for defined terms.

Appendix 3B Page 4

1/1/2003

Appendix 3B New issue announcement

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

AUD400m Floating Rate Transferable Certificates of Deposit (“TCD”) due March 2009 AUD1025m 6.00% TCD due March 2009 AUD27m Floating Rate Senior Notes due September 2009 AUD800m 6.00% TCD due March 2010 AUD1050m Floating Rate TCD due March 2010 AUD430m 7.00% TCD due September 2010 AUD365m Floating Rate TCD due September 2010 AUD500m 6.00% TCD due March 2011 AUD800m Floating Rate TCD due March 2011 AUD950m 6.50% TCD due November 2011 AUD1450m Floating Rate TCD due November 2011 AUD340m 7.25% TCD due September 2012 AUD635m Floating Rate TCD due September 2012 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

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 5

Appendix 3B New issue announcement

AUD100m 7.30% Subordinated Notes due August 2017 AUD100m Floating Rate Subordinated Notes due August 2017 AUD290m 7.75% Subordinated Notes due October 2017 AUD310m Floating Rate Subordinated Notes due October 2017 AUD365m Floating Rate Subordinated Notes due January 2018 AUD1,230m 8.5% TCD due April 2013 AUD520m Floating Rate TCD due April 2013

9 Number and +class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Number	+Class
	18,114,328 350,000 750,000 500,000 9,000	Options on issue 2003 Redeemable Preference Shares 2003 Redeemable Preference Shares (Series 2) December 2004 Euro Preference Shares June 2007 Sterling Preference Shares
	Not Applicable

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

• See chapter 19 for defined terms.

Appendix 3B Page 6

1/1/2003

Appendix 3B New issue announcement

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 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

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 7

Appendix 3B New issue announcement

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?
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

• See chapter 19 for defined terms.

Appendix 3B Page 8

1/1/2003

Appendix 3B New issue announcement

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). Also see Amended and Restated Deed Poll dated 23 April 2004 (as amended from time to time) with respect to TD40(T2) and TD41(T3).

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.

24/10/2005 Appendix 3B Page 9

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: 15 August 2008

Deputy Company Secretary

Print name: Simon Pordage

== == == == ==

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 11

PRICING SUPPLEMENT

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AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED (Australian Business Number 11 005 357 522)

Australian Dollar Debt Issuance Programme

Series No: 46 Tranche No: 3

A$120,000,000 7.00% Fixed Rate Transferable Certificates of Deposit due 18 September 2010 to be consolidated and form a single series with the existing A$185,000,000 7.00% Fixed Rate Transferable Certificates of Deposit due 18 September 2010 (Series 46, Tranche 1) and the existing A$125,000,000 7.00% Transferable Certificates of Deposit due 18 September 2010 (Series 46, Tranche 2)

Issue Price: 101.825 per cent (consisting of 98.972% on account of principal and 2.853% on account of accrued interest)

Australia and New Zealand Banking Group Limited

(Australian Business Number 11 005 357 522)

Lead Manager and Dealer

The date of this Pricing Supplement is 15 August 2008

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.

Australia and New Zealand Banking Group Limited

1 Issuer: 2 (i) Series Number: 46 (ii) Tranche Number: 3

(if fungible with an existing Series, include details of that Series, including the date on which the Securities become fungible)

Fungible with:

Series No 46, Tranche No. 1 issued on 18 September 2007 in an Aggregate Nominal Amount of A$185,000,000 and maturing on 18 September 2010 and Series No. 46, Tranche No. 2 issued on 2 October 2007 in an Aggregate Nominal Amount of A$125,000,000 and upon issue will form a single Series with a principal amount of A$430,000,000.

3 Specified Currency: Australian Dollars 4 Aggregate Nominal Amount: $120,000,000 (i) Tranche: 3 (ii) Series: 46 5 (i) Issue Price: 101.825 per cent of the Aggregate Nominal Amount (consisting of 98.972% on account of principal and 2.853% on account of accrued interest) (ii) Net proceeds: A$122,190,000 6 Specified Denomination(s): A$1,000 7 (i) Issue Date: 15 August 2008 (ii) Interest Commencement Date: 18 March 2008 8 Maturity Date: 18 September 2010 9 Interest Basis: Fixed Rate 10 Redemption/Payment Basis: Redemption at Par 11 Change of Interest or Redemption/Payment Basis: Not Applicable 12 Put/Call Options: Not Applicable 13 Status of the Securities: Transferable Certificates of Deposit 14 Listing: Australian Securities Exchange 15 Method of distribution: Non-syndicated

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

2

16 Fixed Rate Security Provisions

Applicable

(i) Rate of Interest: 7.00 per cent. Per annum payable semi-annually in arrears (ii) Interest Payment Date(s): 18 March and 18 September in each year commencing on 18 September 2008 up to and including the Maturity Date (iii) Fixed Coupon Amount(s): A$35.00 per A$1,000 in Nominal Amount (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 Not Applicable 18 Zero Coupon Security Provisions Not Applicable 19 Index-Linked Interest Security Provisions Not Applicable PROVISIONS RELATING TO REDEMPTION 20 Call Option 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
		(Lead Manager and Dealer)

3

33 Additional selling restrictions:

Not Applicable

OPERATIONAL INFORMATION

34 ISIN: AU0000ANZHX8 35 Common Code / ASX Code 032200397 / ANZHX 36 Any clearing system(s) other than Austraclear and the Securities will be lodged in the Austraclear system. relevant identification number(s): Securities may also be held and transacted in the Euroclear and Clearstream systems.

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 15 August 2008.

RESPONSIBILITY

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

Signed on behalf of the Issuer:

By:

…………………………...

Duly Authorised Signatory/Attorney

4

PRICING SUPPLEMENT

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AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED (Australian Business Number 11 005 357 522)

Australian Dollar Debt Issuance Programme

Series No: 40

Tranche No: 2

AUD 350,000,000 6.50% Fixed Rate Transferable Certificates of Deposit due 8 November 2011 to be consolidated and form a single series with the existing A$600,000,000 6.50% Fixed Rate Transferable Certificates of Deposit due 8 November 2011 (Series 40 Tranche 1) Issue Price: 98.261 per cent. (consisting of 96.512% on account of principal and 1.749% on account of accrued interest)

Australia and New Zealand Banking Group Limited (Australian Business Number 11 005 357 522)

Royal Bank of Canada (Australian Business Number 86 076 940 880)

Dealers

The date of this Pricing Supplement is 15 August 2008

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 23 April 2004 and the Amended and Restated Deed Poll dated 23 April 2004. This Pricing Supplement must be read in conjunction with the Information Memorandum dated 26 February 2007, save in respect of the Conditions which are extracted from the Information Memorandum dated 23 April 2004 and Amended and Restated Deed Poll dated 23 April 2004.

1	Issuer:	Australia and New Zealand Banking Group Limited
2	(i) Series Number:	40
	(ii) Tranche Number:	2
	(if fungible with an existing Series, details of that	The Securities are to be consolidated with	the
	Series, the number including the date on which the	A$600,000,000 6.50% Fixed Rate Transferable Certificates
	Securities become fungible)	of Deposit issued on 8 November 2006 (Series 40, Tranche
		1) and upon issue will form a single Series with a principal
		amount of A$950,000,000.
3	Specified Currency:	Australian Dollars
4	Aggregate Nominal Amount:	A$350,000,000
5	(i) Issue Price:	98.261 per cent of the Aggregate Nominal Amount
		(consisting of 96.512% on account of principal	and
		1.749% on account of accrued interest)
	(ii) Net proceeds:	A$343,913,500
6	Specified Denomination(s):	A$1,000
7	(i) Issue Date:	15 August 2008
	(ii) Interest Commencement Date:	8 May 2008
8	Maturity Date:	8 November 2011
9	Interest Basis:	6.50 per cent. per annum Fixed Rate
		(Further particulars specified below)
10	Redemption/Payment Basis:	Redemption at Par
11	Change of Interest or Redemption/Payment Basis:	Not Applicable
12	Put/Call Options:	Not applicable
13	Status of the Securities:	Transferable Certificates of Deposit
14	Listing:	Australian Stock Exchange
15	Method of distribution:	Syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
16	Fixed Rate Security Provisions	Applicable
	(i) Rate of Interest:	6.50 per cent per annum payable semi-annually in arrears
	(ii) Interest Payment Date(s):	8 May and 8 November in each year from and including 8
		November 2008 to and including the Maturity Date.

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Page 1

	(iii) Fixed Coupon Amount(s):	A$32.50 per A$1,000 in nominal amount on each Interest
		Payment Date
	(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:
	(viii) Interest Determination Date	Not Applicable
17	Floating Rate Security Provisions	Not Applicable
18	Zero Coupon Security Provisions	Not Applicable
19	Index-Linked Interest Security Provisions	Not Applicable
PROVISIONS RELATING TO REDEMPTION
21	Call Option	Not Applicable
22	Put Option	Not Applicable
23	Final Redemption Amount:	Outstanding Nominal Amount
24	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

25	Form of Securities:	Registered
26	Additional Financial Centre(s) or other special	Not Applicable
	provisions relating to Interest Payment Dates:
27	Public Offer Test compliant	Yes
28	Details relating to Instalment Notes, including	Not Applicable
	Instalment Amount(s) and Instalment Date(s):
29	Consolidation provisions:	Not Applicable
30	Governing law:	State of Victoria
31	Other terms or special conditions:	Condition 4 (Negative Pledge) and Condition 11.1 (iii)
		(Cross-Default) are applicable.
DISTRIBUTION
32	If syndicated, names of Lead Managers and the	Australia and New Zealand Banking Group Limited
	Dealers:	(Lead Manager and Dealer)
		Royal Bank of Canada
		(Co-Manager and Dealer)
33	If non-syndicated, name of Dealer:	Not Applicable
34	Additional selling restrictions:	Not applicable

OPERATIONAL INFORMATION

2

35

ISIN:

AU0000ANZHQ2

36 Code

ANZHQ

37 Any clearing system(s) other than Austraclear and the Securities will be lodged in the Austraclear system. relevant identification number(s): Securities may also be held and transacted in the Euroclear and Clearstream systems

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 15 August 2008.

RESPONSIBILITY

The Issuer accepts responsibility for the information contained in this Pricing Supplement. Signed on behalf of the Issuer:

By:

…………………………... Duly Authorised Signatory

3

PRICING SUPPLEMENT

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AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED (Australian Business Number 11 005 357 522)

Australian Dollar Debt Issuance Programme

Series No: 41 Tranche No: 3

A$700,000,000 Floating Rate Transferable Certificates of Deposit due 8 November 2011 to be consolidated and form a single series with the existing A$650,000,000 Floating Rate Transferable Certificates of Deposit due 8 November 2011 (Series 41, Tranche 1) and the A$100,000,000 Floating Rate Transferable Certificates of Deposit due 8 November 2011 (Series 41, Tranche 2 ) Issue Price: 98.012% (consisting of 97.869% on account of principal and 0.143% on account of accrued interest)

Australia and New Zealand Banking Group Limited (Australian Business Number 11 005 357 522)

Lead Manager and Dealer

The date of this Pricing Supplement 15 August 2008

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 23 April 2004 and the Amended and Restated Deed Poll dated 23 April 2004. This Pricing Supplement must be read in conjunction with the Information Memorandum dated 26 February 2007, save in respect of the Conditions which are extracted from the Information Memorandum dated 23 April 2004 and Amended and Restated Deed Poll dated 23 April 2004.

1	Issuer:	Australia and New Zealand Banking Group Limited	Australia and New Zealand Banking Group Limited	Australia and New Zealand Banking Group Limited	Australia and New Zealand Banking Group Limited
2	(i) Series Number:	41
	(ii) Tranche Number:	3
	(if fungible with an existing Series, details of that	The Securities are to	be consolidated		with	the
	Series, the number including the date on which the	A$650,000,000 Floating Rate Transferable		Certificates of
	Securities become fungible)	Deposit issued on 8 November 2006 (Series		41 Tranche 1)
		and the A$100,000,000	Floating Rate	Transferable
		Certificates of Deposit issued on 9 March 2007 (Series				41
		Tranche 2) and upon issue will form a single Series with a
		principal amount of A$1,450,000,000.
3	Specified Currency:	Australian Dollars
4	Aggregate Nominal Amount:	A$700,000,000
5	(i) Issue Price:	98.012 per cent of the	Aggregate Nominal Amount
		(consisting of 97.869%	on account	of	principal
		and0.143% on account of accrued interest)
	(ii) Net proceeds:	A$686,084,000
6	Specified Denomination(s):	A$1,000
7	(i) Issue Date:	15 August 2008
	(ii) Interest Commencement Date:	8 August 2008
8	Maturity Date:	8 November 2011
9	Interest Basis:	Floating Rate:
		3 month BBSW + 0.150 per	cent.
10	Redemption/Payment Basis:	Redemption at Par
11	Change of Interest or Redemption/Payment Basis:	Not applicable
12	Put/Call Options:	Not applicable
13	Status of the Securities:	Transferable Certificates of Deposit
14	Listing:	Australian Stock Exchange
15	Method of distribution:	Non-Syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
16	Fixed Rate Security Provisions	Not Applicable
17	Floating Rate Security Provisions	Applicable
	(i) Interest Payment Dates:	Quarterly on 8 February, 8 May, 8 August and 8
		November in each year from and including 8 November

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Page 1

			2008 to and including the Maturity 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):	+ 0.150 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
		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
21	Call Option		Not Applicable
22	Put Option		Not Applicable
23	Final Redemption Amount:		Outstanding Nominal Amount
24	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

25	Form of Securities:	Registered
26	Additional Financial Centre(s) or other special	Not Applicable
	provisions relating to Interest Payment Dates:
27	Public Offer Test compliant	Yes
28	Details relating to Instalment Notes, including	Not Applicable
	Instalment Amount(s) and Instalment Date(s):
29	Consolidation provisions:	Not Applicable

2

30 Governing law: State of Victoria 31 Other terms or special conditions: Condition 4 (Negative Pledge) and Condition 11.1 (iii) (Cross-Default) are applicable. DISTRIBUTION

32 If syndicated, names of Lead Managers and the Not Applicable Dealers: 33 If non-syndicated, name of Dealer: Australia and New Zealand Banking Group Limited 34 Additional selling restrictions: Not Applicable OPERATIONAL INFORMATION 35 ISIN: AU0000ANZHR0 36 Code ANZHR 37 Any clearing system(s) other than Austraclear and the Securities will be lodged in the Austraclear system. relevant identification number(s): Securities may also be held and transacted in the Euroclear and Clearstream systems

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 15 August 2008.

RESPONSIBILITY

The Issuer accepts responsibility for the information contained in this Pricing Supplement. Signed on behalf of the Issuer:

By:

…………………………...

Duly Authorised Signatory

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