GOODMAN GROUP — Director's Dealing 2009

Sep 1, 2009

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 30/9/2001.

Name of entity: Goodman Group

We (the entity) 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	Ian Ferrier
Date of last notice	2 March 2009

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.

Direct or indirect interest	Direct – Ian Ferrier
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
Date of change	26 August 2009
No. of securities held prior to change	107,718
Class	Ordinary
Number acquired	107,718
Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$43,087.20
No. of securities held after change	215,436

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

Nature of change Issue of Securities under Entitlement Offer Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

Part 2 – Change of director’s interests in contracts

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

Detail of contract	Not Applicable
Nature of interest
Name of registered holder (if issued securities)
Date of change
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation
Interest after change

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002

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 30/9/2001.

Name of entity: Goodman Group

We (the entity) 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	James Sloman
Date of last notice	2 March 2009

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.

Direct or indirect interest	Direct – James Sloman
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
Date of change	26 August 2009
No. of securities held prior to change	99,103
Class	Ordinary
Number acquired	99,103
Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$39,641.20
No. of securities held after change	198,206

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

Nature of change Issue of Securities under Entitlement Offer Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

Part 2 – Change of director’s interests in contracts

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

Detail of contract	Not Applicable
Nature of interest
Name of registered holder (if issued securities)
Date of change
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation
Interest after change

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002

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 30/9/2001.

Name of entity Goodman Group

We (the entity) 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	Gregory Leith Goodman
Date of last notice	28 November 2008

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

Indirect interest	Direct – Gregory Goodman 5,955,992 Securities Indirect – Goodman Holdings Group of Companies and Craig Goodman 85,566,616 Securities (includes voting rights described below) Direct – Gregory Goodman 9,700,000 Options under Executive Option Plan
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Gregory Goodman is a director and ultimate beneficiary of Goodman Holdings Pty Limited. The Goodman Holdings Group of Companies and their wholly owned subsidiaries hold the relevant interests in Goodman Group. Craig Goodman is Gregory Goodman’s brother. Goodman Holdings has voting rights over 15,227,682 securities owned by Waterview Custodian Limited and Thomas Menzies. This Relevant Voting Interest was created through a Standing Proxy Agreement dated 11 September 2008.
Date of change	See below
No. of securities held prior to change	76,294,926 – Securities 15,227,682 – Voting Interests 9,700,000 - Options
Class	Ordinary Stapled Securities, Voting Interests in respect of securities and Options.
Number acquired	745,581 Ordinary Stapled Securities (26 August 2009) - (Craig Goodman)

M/830800

• See chapter 19 for defined terms.

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30/9/2001

Appendix 3Y Change of Director’s Interest Notice

Number disposed	245,581 Ordinary Stapled Securities (19 August 2009) 500,000 Ordinary Stapled Securities (27 August 2009) 745,581 (Craig Goodman)
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Acquired 745,581 under non-renounceable entitlement offer for $298,232 Disposed 245,581 ordinary securities for $130,772 Disposed 500,000 ordinary securities for $285,000
No. of securities held after change	76,294,926 Securities 15,227,682 Voting Interests. 9,700,000 Options (There has been no change in the number of securities held as a net result of these transactions)
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back	On market trade and acquisition of securities under the Goodman Group Non-Renounceable Entitlement Offer.

Part 2 – Change of director’s interests in contracts

Detail of contract	Not applicable
Nature of interest
Name of registered holder (if issued securities)
Date of change
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation
Interest after change

• See chapter 19 for defined terms.

Appendix 3Y Page 2

30/9/2001

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 30/9/2001.

Name of entity Goodman Group

We (the entity) 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	Patrick Ledger Goodman
Date of last notice	28 November 2008

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

Indirect interest	Indirect – Gregory Goodman 5,955,992 Securities Indirect – Goodman Holdings Group of Companies and Craig Goodman 85,566,616 Securities (includes voting rights described below) Indirect – Gregory Goodman 9,700,000 Options under Executive Option Plan
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Gregory Goodman is a director and ultimate beneficiary of Goodman Holdings Pty Limited. The Goodman Holdings Group of Companies and their wholly owned subsidiaries hold the relevant interests in Goodman Group. Craig Goodman is Gregory Goodman’s brother. Goodman Holdings has voting rights over 15,227,682 securities owned by Waterview Custodian Limited and Thomas Menzies. This Relevant Voting Interest was created through a Standing Proxy Agreement dated 11 September 2008.
Date of change	See below
No. of securities held prior to change	76,294,926 – Securities 15,227,682 – Voting Interests 9,700,000 - Options
Class	Ordinary Stapled Securities, Voting Interests in respect of securities and Options.
Number acquired	745,581 Ordinary Stapled Securities (26 August 2009) - (Craig Goodman)

M/830800

• See chapter 19 for defined terms.

Appendix 3Y Page 1

30/9/2001

Appendix 3Y Change of Director’s Interest Notice

Number disposed	245,581 Ordinary Stapled Securities (19 August 2009) 500,000 Ordinary Stapled Securities (27 August 2009) 745,581 (Craig Goodman)
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Acquired 745,581 under non-renounceable entitlement offer for $298,232 Disposed 245,581 ordinary securities for $130,772 Disposed 500,000 ordinary securities for $285,000
No. of securities held after change	76,294,926 Securities 15,227,682 Voting Interests. 9,700,000 Options (There has been no change in the number of securities held as a net result of these transactions)
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back	On market trade and acquisition of securities under the Goodman Group Non-Renounceable Entitlement Offer.

Part 2 – Change of director’s interests in contracts

Detail of contract	Not applicable
Nature of interest
Name of registered holder (if issued securities)
Date of change
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation
Interest after change

• See chapter 19 for defined terms.

Appendix 3Y Page 2

30/9/2001