CITY CHIC COLLECTIVE LIMITED — Major Shareholding Notification 2011

May 4, 2011

Corporations Act 2001

Form 604

Section 671B

Notice of change of interests of substantial holder

Specialty Fashion Group Limited To Company Name/Scheme 151-163 Wyndham Street ALEXANDRIA NSW 2015

ACN/ARSN

057 569 169

1. Details of substantial holder (1)

Name Lazard Asset Management Pacific Co ACN/ARSN (if applicable) ACN 064 523 619

There was a change in the interests of the substantial holder on 03/05/2011 The previous notice was given to the company on 03/03/2011 The previous notice was dated 03/03/2011

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’s votes	Voting power (5)	Person’s votes	Voting power (5)
Ordinary	9,625,138	5.02%	12,637,685	6.59%

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
SeeAnnexureB

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
See Annexure C

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
See Annexure A	Related bodies corporate

6. Addresses

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

Name	Address
Lazard Asset Management Pacific Co and its associates listed in Annexure A	Level 39, Gateway 1 Macquarie Place SYDNEY NSW 2000

Signature

print name sign here	Apnavi Saddington capacityCompany Secretary
	date 5 May 2011

DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.

• (2) See the definition of ‘associate’ in section 9 of the Corporations Act 2001.

• (3) See the definition of ‘relevant interest’ in sections 608 and 671B(7) of the Corporations Act 2001.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (6) Include details of:

• (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

• (b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of ‘relevant agreement’ in section 9 of the Corporations Act 2001.

• (7) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

• (8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write ‘unknown’.

• (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

Annexure ‘A’

This is Annexure A of 1 page referred to in Form 604 Notice of change of interests of substantial holder signed by me and dated 5 May 2011.

Apnavi Saddington 5 May 2011 Company Secretary Dated

Associates of Lazard Asset Management Pacific Co. ACN 064 523 619

Lazard Ltd Lazard Group LLC Lazard Frères & Co LLC Lazard Asset Management LLC Lazard Brothers & Co., Ltd. Lazard Asset Management (Canada), Inc. Lazard Pension Management, Inc Lazard Asset Management Limited, London Lazard Japan Asset Management KK Deutsche Lazard Asset Management Holding GmbH Lazard Asset Management (Deutschland) GmbH Lazard Funds Marketing GmbH, Frankfurt Lazard Alternatives LLC Lazard Investment Funds Limited, Dublin Lazard Fund Managers (Ireland) Limited Lazard Fund Managers Limited, London Lazard Debt Recovery Management LLC LAMP Administration Pty Ltd Lazard Pty Ltd LCW Private Equity Pty Ltd Lazard Asset Management (Hong Kong) Limited Lazard Korea Asset Management Co. Ltd Lazard Asset Management Securities LLC

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Annexure ‘B’

This is Annexure B of 3 pages referred to in Form 604, Notice of change of interests of substantial holder, signed by me and dated 5 May 2011.

Apnavi Saddington 5 May 2011 Company Secretary Dated Lazard Asset Management Pacific Co ACN: 064 523 619

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Annexure B - Changes in relevant interests

Date of change	Person whose relevent interest changed	Nature of change	Consideration given in relation to change AUD	Class and number of securities affected (All ordinary securities)	Person's votes affected
02/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$5,774.89	5,105	5,105
02/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$7,641.06	6,718	6,718
03/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$357,625.63	313,362	313,362
03/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$116,255.20	100,000	100,000
03/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$15,667.61	13,631	13,631
04/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$739,756.02	629,537	629,537
04/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$41,776.87	35,611	35,611
30/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$12,061.35	11,393	11,393
30/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$80,507.11	76,046	76,046
30/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$71,300.97	67,350	67,350
30/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$774.94	732	732
30/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$11,987.24	11,323	11,323
30/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$2,130.03	2,012	2,012
30/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$2,334.35	2,205	2,205
31/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$1,762.72	1,673	1,673
31/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$11,765.84	11,167	11,167
31/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$10,420.36	9,890	9,890
31/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$1,752.18	1,663	1,663
31/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$310.83	295	295
31/03/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$341.37	324	324
01/04/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$12,054.89	11,441	11,441
01/04/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$14,003.10	13,307	13,307
01/04/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$80,471.00	76,373	76,373
01/04/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$93,470.38	88,824	88,824
01/04/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$71,268.36	67,639	67,639
01/04/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$82,782.07	78,667	78,667
01/04/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$11,982.20	11,372	11,372
01/04/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$13,917.85	13,226	13,226
01/04/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$2,129.44	2,021	2,021
01/04/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$2,472.93	2,350	2,350
01/04/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$2,333.85	2,215	2,215
01/04/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$2,710.75	2,576	2,576
02/05/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$9,431.36	8,939	8,939
02/05/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$181,837.17	173,026	173,026
03/05/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$52,866.05	50,000	50,000
03/05/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$1,056,661.05	1,000,000	1,000,000

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Annexure B - Changes in relevant interests

Date of change	Person whose relevent interest changed	Nature of change	Consideration given in relation to change AUD	Class and number of securities affected (All ordinary securities)	Person's votes affected
03/05/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$28.29	27	27
03/05/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$65,949.50	62,347	62,347
03/05/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$46,886.77	44,313	44,313
03/05/2011	Lazard Asset Management Pacific Co and its associates listed in Annexure A	Buy	$4,080.06	3,847	3,847

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Annexure ‘C’

This is Annexure C of 2 pages referred to in Form 604, Notice of change of interests of substantial holder, signed by me and dated 5 May 2011.

Apnavi Saddington 5 May 2011 Company Secretary Dated Lazard Asset Management Pacific Co ACN: 064 523 619

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Form 604 Annexure C - Present Relevant Interests

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
Lazard Asset Management Pacific Co and each of its associates listed in Annexure A	State Street Australia Ltd	The Current Registered Holder	Registered holder & taken to have a relevant interest under section 608 (1)	Ordinary – 2,495,789	Ordinary – 2,495,789
Lazard Asset Management Pacific Co and each of its associates listed in Annexure A	State Street Australia Ltd	The Current Registered Holder	Registered holder & taken to have a relevant interest under section 608 (1)	Ordinary – 749,466	Ordinary – 749,466
Lazard Asset Management Pacific Co and each of its associates listed in Annexure A	JP Morgan Chase Ltd	The Current Registered Holder	Registered holder & taken to have a relevant interest under section 608 (1)	Ordinary – 4,467,867	Ordinary – 4,467,867
Lazard Asset Management Pacific Co and each of its associates listed in Annexure A	National Australia Bank	The Current Registered Holder	Registered holder & taken to have a relevant interest under section 608 (1)	Ordinary – 3,681,959	Ordinary – 3,681,959
Lazard Asset Management Pacific Co and each of its associates listed in Annexure A	National Australia Bank	The Current Registered Holder	Registered holder & taken to have a relevant interest under section 608 (1)	Ordinary – 419,677	Ordinary – 419,677
Lazard Asset Management Pacific Co and each of its associates listed in Annexure A	National Australia Bank	The Current Registered Holder	Registered holder & taken to have a relevant interest under section 608 (1)	Ordinary – 596,716	Ordinary – 596,716
Lazard Asset Management Pacific Co and each of its associates listed in Annexure A	National Australia Bank	The Current Registered Holder	Registered holder & taken to have a relevant interest under section 608 (1)	Ordinary – 108,701	Ordinary – 108,701
Lazard Asset Management Pacific Co and each of its associates listed in Annexure A	National Australia Bank	The Current Registered Holder	Registered holder & taken to have a relevant interest under section 608 (1)	Ordinary – 117,510	Ordinary – 117,510

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