GRAINCORP LIMITED — Director's Dealing 2005

Jul 5, 2005

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	GRAINCORP LIMITED
JABN	60 057 186 035 -------------------------------------- _________

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	MR THOMAS BODLEY KEENE
Date of last notice	$^{\circ}$ 04 May 2005

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 disolosed in this part.

Direct or indirect interest	DIRECT/INDIRECT
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
Date of change	$04$ July $2005$
No. of securities held prior to change	233,659 ordinary shares as sole holder Total Ordinary Shares - 233,659 500 reset preference shares as sole holder 100 reset preference shares - indirect interest in Helen Keene holding Total Reset Preference Shares - 600
Class	FULLY PAID ORDINARY SHARES
Number acquired	143
Number disposed	$\theta$
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	\$10.76

$+$ See chapter 19 for defined terms.

No. of securities held after change.	233,802 ordinary shares as sole holder Total Ordinary Shares - 233,802 500 reset preference shares as sole holder 100 reset preference shares - indirect interest in Helen Keene holding Total Reset Preference Shares - 600
Nature of change	ON MARKET PURCHASE OF
Example: on-market trade, off-market trade, exercise of options, issue of	SECURITIES UNDER DEFERRED
securities under dividend reinvesunent plan, participation in buy-back	SHARE PLAN

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
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.