GRAINCORP LIMITED — Director's Dealing 2006

Feb 27, 2006

Company announcement

GrainCorp Limited ABN 60 057 186 035

• 28 February 2006 Date:
• To: The Manager Announcements Company Announcements Office

Lodged via www.asxonline.com

PUBLIC ANNOUNCEMENT

(Appendix 3Y - D Groves)

Contents for immediate release: (Change of Director's Interest Notice)

$N.RLf$

Nigel Hart Company Secretary

GrainCorp Limited Level 17, Tower 1, Darling Park 201 Sussex Street, Sydney NSW 2000 PO Box A268, Sydney South NSW 1235 Telephone: (02) 9325 9100 Facsimile: (02) 9325 9180 www.graincorp.com.au

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 $\cdots$
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, ABN	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	DAVID GROVES
Date of last notice	27 January 2006

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/INDIRECT AS BELOW
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	AS LISTED BELOW
Date of change	23 February 2006

⁺ See chapter 19 for defined terms.

No. of securities held prior to change	489,873 Ordinary shares as a Director of Desbech Pty
	Ltd
	890,976 Ordinary shares as a Director of DB Capital
	Pty Ltd
	241,984 Ordinary shares as a Director of R and D
	Pastoral Pty Ltd
	105 Ordinary shares – indirect interest in partners
	holding - K Groves.
	6,242 Ordinary Shares - D Groves
	18,448 Ordinary shares - indirect interest in holding of
	A Groves.
	$70,544$ Ordinary shares $-$ indirect interest in holding of
	J Skipsey.
	Total ordinary shares held - 1,718,172
	50 Reset Preference shares – indirect interest in
	holding of A Groves.
	500 Reset Preference shares $-$ indirect interest in
	holding of J Skipsey
	Total Reset Preference shares - 550
Class	FULLY PAID ORDINARY
Number acquired	204
Number disposed	Nil
Value/Consideration Note: If consideration is non-eash, provide details and	\$11.30
estimated valuation
No. of securities held after change	489,873 Ordinary shares as a Director of Desbech Pty
	Ltd
	890,976 Ordinary shares as a Director of DB Capital
	Pty Ltd
	241,984 Ordinary shares as a Director of R and D
	Pastoral Pty Ltd
	105 Ordinary shares – indirect interest in partners
	holding – K Groves.
	6,446 Ordinary Shares - D Groves
	18,448 Ordinary shares – indirect interest in holding of
	A Groves.
	$70,544$ Ordinary shares $-$ indirect interest in holding of
	J Skipsey.
	Total ordinary shares held - 1,718,376
	50 Reset Preference shares – indirect interest in
	holding of A Groves.
	500 Reset Preference shares – indirect interest in
	holding of J Skipsey Total Reset Preference shares - 550

⁺ See chapter 19 for defined terms.

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 PURCHASE OF SECURITIES UNDER DEFERRED 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 diaclosed 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.