GPT GROUP — Regulatory Filings 2004

Nov 16, 2004

GENERAL PROPERTY TRUST

General Property Trust ASX Announcement

GPT ANNOUNCES GPT AND LEND LEASE MERGER NOT APPROVED BY UNITHOLDERS

17 November 2004

A meeting of GPT unitholders was held today at 2:30pm. The meeting was to consider and if thought fit pass resolutions to give effect to the proposed merger with Lend Lease Corporation Limited.

The results of the unitholder meeting are set out on the following pages. Resolutions 1 and 2 were not passed by the requisite majorities, though resolutions 3 and 4 were passed. However, as the resolutions were interconditional, none of the resolutions have been passed and the merger proposal with Lend Lease will not proceed.

ENDS

Enguiries

For further information please contact:

Nic Lvons Chief Executive Officer General Property Trust (02) 9237 5816

Martin Debelle /Graham Canning Cannings (02) 9252 0622

The GPT Notice of Meeting and Explanatory Memorandum is also a prospectus for Lend Lease Corporation Limited shares. It was lodged with the Australian Securities and Investments Commission on 15 October 2004. The offers of the Lend Lease shares will be made in the prospectus. Anyone wishing to acquire the shares must be a member of General Property Trust (ARSN 090 110 357) on the record date specified in the prospectus.

GPTML as the responsible entity of the General Property Trust is the issuer of GPT units. The Lend Lease Notice of Meeting and Explanatory Memorandum is also a product disclosure statement for GPT units. It was distributed to the holders of Lend Lease shares on 18 October 2004. Lend Lease shareholders should consider the product disclosure statement for the GPT units in deciding whether to acquire the GPT units

RESULTS OF TODAY'S MEETING:

Resolution 1: Approval of Amendments to the Constitution

The total number of votes cast on the poll (including proxy votes) was 1,409,699,953. The total votes were cast as follows:

	Number	Percentage
FOR	967,713,131	68.65
AGAINST	441,986,822	31.35
ABSTAIN	121,190,127	NA

The resolution was not approved by the necessary majority.

Resolution 2: Approval of the Merger

The total number of votes cast on the poll (including proxy votes) was 1,421,553,646. The total votes were cast as follows:

	Number	Percentage
FOR	973,757,742	68.50
AGAINST	447,795,904	31.50
ABSTAIN	121,857,954	NA

The resolution was not approved by the necessary majority.

Resolution 3: Lend Lease Subscription approval pursuant to section 611 item 7

The total number of votes cast on the poll (including proxy votes) was 1,407,196,137. The total votes were cast as follows:

	Number	Percentage
FOR	964,075,498	68.51
AGAINST	443,120,639	31.49
ABSTAIN	123,698,665	NA

The resolution was approved by the necessary majority, however, the resolution was subject to the passage of Resolutions 1 and 2, which were not passed.

Resolution 4: 3% Creep approval pursuant to section 611 item 7

The total number of votes cast on the poll (including proxy votes) was 1,406,083,867. The total votes were cast as follows:

	Number	Percentage
FOR	962,648,214	68.46
AGAINST	443,435,653	31.54
ABSTAIN	124,810,941	NA

The resolution was approved by the necessary majority, however, the resolution was subject to the passage of Resolutions 1, 2 and 3, which were not passed.