GRAINCORP LIMITED — Director's Dealing 2012

Feb 26, 2012

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Company announcement

GrainCorp Limited ABN 60 057 186 035

Date:

27 February 2012

To:

The Manager Announcements Company announcements office

PUBLIC ANNOUNCEMENT

Appendix 3Y – Alison Watkins

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Betty Ivanoff General Counsel & Company Secretary

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GrainCorp Limited Level 26, 175 Liverpool Street, Sydney NSW 2000 PO Box A268, Sydney South NSW 1235 Telephone: (02) 9325 9100 Facsimile: (02) 9325 9180 www.graincorp.com.au

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 Amended 01/01/11.

Name of entity GRAINCORP LIMITED 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	MS ALISON WATKINS
Date of last notice	18 March 2011

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
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Not applicable
Date of change	24 February 2012
No. of securities held prior to change	55,000 Ordinary Shares (indirect Holding)
Class	PERFORMANCE RIGHTS
Number acquired	129,894
Number disposed	NIL
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	NIL
No. of securities held after change	Direct: 276,498 Performance Rights Indirect: 55,000 Ordinary Shares
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Issued pursuant to Long-Term Incentive Plan approved by Shareholders on 16 February 2012.

• See chapter 19 for defined terms.

01/01/2011 – Appendix 3Y

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Appendix 3Y Change of Director’s Interest Notice

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

Part 3 –[+] Closed period

Were the interests in the securities or contracts detailed No above traded during a[+] closed period where prior written clearance was required? If so, was prior written clearance provided to allow the N/A trade to proceed during this period? If prior written clearance was provided, on what date was N/A this provided?

• See chapter 19 for defined terms.

01/01/2011 – Appendix 3Y

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