LENDLEASE GROUP - Capital/Financing Update 2010

Not for distribution in the United States or to US Persons

==> picture [96 x 35] intentionally omitted <==

ASX Announcement

Retail Entitlement Offer Booklet

3 March 2010

The following documents relating to the retail component of Lend Lease’s Entitlement Offer will be mailed to Eligible Retail Securityholders today and are attached for release to the market:

Retail Entitlement Offer Booklet
Sample Entitlement and Acceptance Form

A notification to ineligible retail securityholders will be released to ASX separately.

ENDS

For further information please contact: Investor enquiries: Sally Cameron Group Executive Investor Relations Ph: +61 2 9236 6464

Important Notice

This release does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the U.S. Securities Act of 1933 ("U.S. Securities Act”)) (“U.S. Persons”). The securities to be issued in the capital raising have not been and will not be registered under the U.S. Securities Act. Securities may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons, unless the securities have been registered under the U.S. Securities Act, or in a transaction exempt from, or not subject to, the registration requirements of the U.S. Securities Act.

Lend Lease Responsible Entity Limited ABN 72 122 883 185 AFS Licence 308983 as responsible entity for Lend Lease Trust ABN 39 944 184 773 ARSN 128 052 595

Lend Lease Corporation Limited ABN 32 000 226 228 and

Level 4, 30 The Bond 30 Hickson Road Millers Point NSW 2000 Australia

Telephone +61 2 9236 6111 Facsimile +61 2 9252 2192 www.lendlease.com

Retail Entitlement Offer

Lend Lease Corporation Limited (ABN 32 000 226 228) and

Lend Lease Responsible Entity Limited (ABN 72 122 883 185) in its capacity as responsible entity for Lend Lease Trust (ARSN 128 052 595) (together referred to in this Retail Entitlement Offer Booklet as “Lend Lease”)

Details of a 5 for 22 renounceable pro-rata Entitlement Offer of new Lend Lease stapled securities (“New Securities”) at an offer price of $7.70 per New Security

Retail Entitlement Offer closes at 5.00pm (AEDT) on Wednesday, 24 March 2010

==> picture [596 x 423] intentionally omitted <==

Not for distribution or release in the United States or to U.S. Persons. This is an important document which is accompanied by a personalised Entitlement and Acceptance Form and both should be read in their entirety. Please call your professional adviser or the Lend Lease Entitlement Offer Information Line if you have any questions.

==> picture [92 x 33] intentionally omitted <==

Contents	Chairman’s letter	2
	Key dates	4
	How to apply	5
	ASX Announcements	13
	– Equity Raising Presentation dated 25 February 2010	14
	– Offer Announcement dated 25 February 2010	29
	– Half Year Results Announcement dated 25 February 2010	33
	– Institutional Offer Completion Announcement dated 1 March 2010	36
	Additional information	38
	Corporate directory	IBC

==> picture [569 x 315] intentionally omitted <==

----- Start of picture text -----

A B C
E
D
----- End of picture text -----

==> picture [226 x 207] intentionally omitted <==

----- Start of picture text -----

D
----- End of picture text -----

==> picture [157 x 104] intentionally omitted <==

----- Start of picture text -----

F
----- End of picture text -----

subject to uncertainties and contingencies beyond Lend Lease’s control, including uncertainties described in the risk factors set out in Appendix A “Key Investment Risks” to the Equity Raising Presentation included herein, and no assurance can be given that any of the strategies will be effective or that the anticipated benefits from the strategies will be realised in the period for which the forward looking statements may have been prepared or otherwise. Readers are cautioned not to place undue reliance on

or outlook on, future earnings, assumptions with respect to distributions or financial future business decisions, position or performance which are subject to change. are also forward looking Actual results, performance statements. The forward or achievements may vary looking statements contained materially for many projections in this Booklet involve known because events and actual and unknown risks and circumstances frequently do uncertainties and other factors, not occur as forecast and many of which are beyond these differences may be the control of Lend Lease, material. Forward looking and may involve significant statements are not guarantees elements of subjective of future performance. judgement and assumptions These statements may as to future events which may assume the success of or may not be correct. Forward Lend Lease’s business looking statements may also strategies. The success be based on estimates and of any of these strategies is

Important No cooling off rights apply to the Retail Entitlement Offer information – you cannot withdraw your application once it has been accepted. This Retail Entitlement Offer Booklet (“Booklet”) contains certain “forward looking statements”. Forward looking statements can generally be identified by the use of forward looking words such as “anticipate”, “believe”, “expect”, “project”, “forecast”, “estimate”, “likely”, “intend”, “should”, “will”, “could”, “may”, “target”, “plan” and other similar expressions. Indications of, and guidance

Retail Entitlement Offer Lend Lease

==> picture [596 x 315] intentionally omitted <==

==> picture [162 x 104] intentionally omitted <==

forward looking statements and Lend Lease assumes no obligation to update or revise such information to reflect any change in expectations or assumptions. The inclusion of the forward looking statements in this Booklet should not be regarded as a representation, warranty or guarantee with respect to its accuracy or the accuracy of the underlying assumptions or that Lend Lease will achieve, or is likely to achieve, any particular results. This Booklet and the documents accompanying this Booklet do not constitute

==> picture [430 x 104] intentionally omitted <==

----- Start of picture text -----

G
----- End of picture text -----

A The Pines Retirement Village, Ellenbrook WA

and sold in the offer have not been and will not be registered under the Securities Act or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold in the United States or to or for the account or benefit of U.S. Persons unless the securities are registered under the U.S. Securities Act or in accordance with an available exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and any other applicable securities laws.

an offer to sell, or a solicitation of an offer to buy, securities in the United States or to, or for the account or benefit of, any U.S. Person (as defined in Regulation S under the U.S. Securities Act of 1933 (the “U.S. Securities Act”) (“U.S. Person”)). Securities may not be offered or sold in the United States or to or for the account or benefit of U.S. Persons unless the securities have been registered under the Securities Act or an exemption from registration under the Securities Act is available. The securities to be offered

B EkkA Showgrounds, Brisbane
C Barangaroo Preferred Scheme
D 420 George/MidCity, Sydney
E Barangaroo Public Viewing Platform
F Opening of 313@somerset, Singapore
G Opening of 313@somerset, Singapore

Chairman’s letter

3 March 2010

Dear Securityholder,

On behalf of the Boards of Lend Lease, I am pleased to invite you to participate in the 5 for 22 Entitlement Offer of new Lend Lease stapled securities (“New Securities”) at an offer price of $7.70 (“Offer Price”) per New Security.

On 25 February 2010, Lend Lease delivered a Statutory Profit after Tax for the half year ended 31 December 2009 of A$204.9 million, including net investment property revaluations of A$17.0 million, despite difficult economic conditions and currency headwinds. The Boards of Lend Lease announced a 100% franked dividend of 20 cents per stapled security which will be paid on 31 March 2010.

Lend Lease also announced that its Operating Profit after Tax for the full year ending 30 June 2010 is expected to be broadly in line with the prior year (before the impact of the equity raising).

Equity raising

The Entitlement Offer, which is fully underwritten, will raise approximately $806 million.

On 1 March 2010, Lend Lease announced that it had successfully raised a total of approximately $434 million through the institutional component of the Entitlement Offer (“Institutional Entitlement Offer”). This letter relates to the retail component of the Entitlement Offer (“Retail Entitlement Offer”), which together with the Shortfall Bookbuild (as defined below) will raise a further $372 million.[1] Proceeds of the equity raising are to provide flexibility to:

Increase equity participation in, and accelerate selected major development pipeline projects;
Fund equity positions in identified PPP opportunities; and
Secure targeted investment opportunities with attractive return profiles.

Details of your Entitlement

Under the Retail Entitlement Offer, you have three choices:

You may subscribe for your full entitlement of 5 New Securities for every 22 existing Lend Lease stapled securities that you hold on the Record Date (“Entitlement”); or
You may subscribe for some of your Entitlement and renounce the balance; or
You may renounce all of your Entitlement. If you take no action or your application is not supported by cleared funds, you will be deemed to have renounced your Entitlement.

If you renounce some or all of your Entitlement, New Securities relating to your Entitlement (together with New Securities relating to Entitlements of renouncing institutions and Entitlements which would otherwise have been available to securityholders who are ineligible to participate in the Entitlement Offer) will be sold via a single bookbuild process after the close of the Retail Entitlement Offer (“Shortfall Bookbuild”). It is expected that the Shortfall Bookbuild will be completed on Monday, 29 March 2010.

Any premium over the Offer Price of $7.70 per New Security that may be achieved under the Shortfall Bookbuild will be paid (net of any withholdings required by law) to you in cash in proportion to the number of New Securities represented by your renounced Entitlement. The benefit of a single bookbuild process is that all renouncing securityholders, whether retail, institutional or ineligible, will receive the same value at the same time for their renounced Entitlements. No assurance can be given as to the price that will be achieved under the Shortfall Bookbuild for the sale of New Securities. There is also no guarantee that you will receive any proceeds from the sale of Entitlements that you do not take up.

New Securities issued under the Entitlement Offer will rank equally with existing stapled securities except that New Securities will not participate in the interim distribution of 20 cents per stapled security payable on Wednesday, 31 March 2010. Adjusted for this distribution, the Offer Price represents a 15.8% discount to the theoretical ex-right price[2] and an 18.7% discount to the closing price on Wednesday, 24 February 2010. In light of the Entitlement Offer, Lend Lease has decided to suspend its Dividend Reinvestment Plan in respect of the FY2010 interim dividend.

Retail Entitlement Offer Lend Lease

Retail Entitlement Offer Booklet

In this Retail Entitlement Offer Booklet you will find the following:

Key dates for the Retail Entitlement Offer;
Instructions on “How to apply” setting out how to accept all or part of your Entitlement if you choose to do so;
ASX Announcements:
Equity Raising Presentation dated 25 February 2010;
Offer Announcement dated 25 February 2010;
Half Year Results Announcement dated 25 February 2010; and
Institutional Offer Completion Announcement dated 1 March 2010;
Important information; and
A personalised Entitlement and Acceptance Form which details your Entitlement, to be completed in accordance with the instructions provided on the Form and the instructions on “How to apply”.

To participate in the Retail Entitlement Offer, you need to ensure that your completed Entitlement and Acceptance Form together with your payment of Application Monies by cheque, bank draft or money order are received by the Registry (at the address specified on the Entitlement and Acceptance Form) OR payment via BPAY[®3] is received no later than:

Further information

For further information regarding the Retail Entitlement Offer please call the Lend Lease Entitlement Offer Information Line on 1300 159 378 (within Australia) or +61 3 9415 4239 (from outside Australia) or visit our website at www.lendlease.com.au.

For other questions, you should consult your broker, solicitor, accountant, financial adviser or other professional adviser. If you have any doubt about whether you should invest in the Retail Entitlement Offer, you should seek professional advice before making any investment decision.

On behalf of the Boards of Lend Lease, I invite you to consider this investment opportunity. Yours sincerely

==> picture [200 x 44] intentionally omitted <==

David Crawford AO Chairman

5.00pm (AEDT) on Thursday, 11 March 2010, if you wish to participate in the initial allotment of New Securities at the same time as Eligible Institutional Securityholders on Monday, 15 March 2010; or
5.00pm (AEDT) on Wednesday, 24 March 2010, if you do not wish to participate in the initial allotment, in which case your New Securities will be allotted on Wednesday, 7 April 2010.

Notes

1 Subject to no termination events arising under the underwriting agreement prior to settlement on Friday, 12 March 2010 for the Institutional Entitlement Offer and Tuesday, 6 April 2010 for the Retail Entitlement Offer and the Shortfall Bookbuild.
2 The theoretical ex-rights price (“TERP”) is a theoretical calculation only and the actual price at which Lend Lease stapled securities trade immediately after the ex-date for the Entitlement Offer will depend on many factors and may not be equal to the TERP.
3[®] Registered to BPAY Pty Ltd ABN 69 079 137 518.

Key dates

==> picture [408 x 532] intentionally omitted <==

----- Start of picture text -----

Event Date
Institutional Entitlement Offer Thursday, 25 February 2010 to
Friday, 26 February 2010
Record Date for the Entitlement Offer 7.00pm (AEDT) Tuesday, 2 March 2010
Retail Entitlement Offer opens Wednesday, 3 March 2010
Last day for receipt of applications for early 5.00pm (AEDT) Thursday, 11 March 2010
settlement of the Retail Entitlement Offer
(“Early Retail Closing Date”)
Settlement of New Securities under the Institutional Friday, 12 March 2010
Entitlement Offer and Retail Entitlement Offer
for applications received by the Early Retail
Closing Date
Allotment of New Securities issued under the Monday, 15 March 2010
Institutional Entitlement Offer and Retail Entitlement
Offer for applications received by the Early Retail
Closing Date (“Initial Allotment”)
Normal trading of New Securities issued under Monday, 15 March 2010
the Initial Allotment
Despatch of confirmation of issue for New Wednesday, 17 March 2010
Securities under the Initial Allotment
Retail Entitlement Offer closes (“Final Retail Closing 5.00pm (AEDT) Wednesday, 24 March 2010
Date”). Payments must be received by this time
Shortfall Bookbuild Monday, 29 March 2010
Interim distribution payment date [1] Wednesday, 31 March 2010
Settlement of remaining New Securities under the Tuesday, 6 April 2010
Retail Entitlement Offer and the Shortfall Bookbuild
Final allotment of New Securities under the Wednesday, 7 April 2010
Retail Entitlement Offer and Shortfall Bookbuild
Securities (“Final Allotment”)
Normal trading of New Securities issued under the Thursday, 8 April 2010
Final Allotment expected to commence on ASX
Despatch of confirmation of issue for New Friday, 9 April 2010
Securities issued under the Final Allotment, and
proceeds (if any) from the Shortfall Bookbuild
expected to be despatched
----- End of picture text -----

Dates and times in this Retail Entitlement Offer Booklet are indicative only and subject to change. All times and dates refer to Australian Eastern Daylight Time (AEDT) while in effect and otherwise to Australian Eastern Standard Time. 1 Interim distribution is not payable on New Securities.

Lend Lease reserves the right, subject to the Corporations Act 2001 (Cth) (“Corporations Act”), ASX Listing Rules and other applicable laws to vary the dates of the Retail Entitlement Offer, including extending the Retail Entitlement Offer or accepting late applications, either generally or in particular cases, or to withdraw the Retail Entitlement Offer without prior notice. Applicants are encouraged to submit their personalised Entitlement and Acceptance Forms as soon as possible after the Retail Entitlement Offer opens. Applicants who make payment of Application Monies so that payment is received by Lend Lease by no later than 5.00pm (AEDT) on the Early Retail Closing Date on Thursday, 11 March 2010 will receive an early allotment of New Securities on Monday, 15 March 2010. No cooling-off rights apply to applications submitted under the Retail Entitlement Offer.

Enquiries

If you have any questions, please call the Lend Lease Entitlement Offer Information Line on 1300 159 378 (local call cost from within Australia) or +61 3 9415 4239 (from outside Australia) at any time from 8.30am to 5.00pm (AEDT) Monday to Friday during the Retail Entitlement Offer period, or consult your stockbroker, accountant or other independent professional adviser.

Website

www.lendlease.com.au

Retail Entitlement Offer Lend Lease

How to apply

==> picture [469 x 613] intentionally omitted <==

How to apply continued 1

2 The Retail Entitlement Offer

Eligible Retail Securityholders are being offered the opportunity to subscribe for 5 new Lend Lease stapled securities (“New Securities”) for every 22 existing Lend Lease stapled securities held at 7.00pm (AEDT) on Tuesday, 2 March 2010 (“Entitlement”), at the Offer Price of $7.70 per New Security (“Retail Entitlement Offer”).

New Securities issued pursuant to the Retail Entitlement Offer will be fully paid and rank equally with existing Lend Lease stapled securities on issue, except that New Securities will not participate in the interim distribution of 20 cents per stapled security payable on Wednesday, 31 March 2010.

Offer is renounceable

Eligible Retail Securityholders can choose to accept their Entitlements in whole or in part. The New Securities in respect of those Entitlements not taken up by Eligible Securityholders, and those which would have been otherwise offered to Ineligible Securityholders if they had been entitled to participate in the Entitlement Offer, will be offered for subscription to selected institutional investors via the Shortfall Bookbuild to be conducted on Monday, 29 March 2010.

Any proceeds of sale realised through the Shortfall Bookbuild over the Offer Price of $7.70 per New Security (net of any withholdings required by law) will be returned to renouncing Eligible Securityholders and Ineligible Securityholders in proportion to the number of New Securities represented by their renounced Entitlements on or around 9 April 2010. No assurance can be given as to the price that will be achieved under the Shortfall Bookbuild. There is also no guarantee that you will receive any proceeds from Entitlements that you do not take up.

The ability to sell New Securities under the Shortfall Bookbuild and the ability to obtain any premium will be dependent upon various factors, including market conditions. Similarly, the Shortfall Bookbuild price may not be the highest price offered but will be determined by agreement between Lend Lease and the underwriters having regard to a number of matters, such as having binding and bona fide offers which in the reasonable opinion of Lend Lease and the underwriters will (if accepted) result in allocations to dispose of all, or as many as possible, New Securities offered for sale through the Shortfall Bookbuild.

To the maximum extent permitted by law, neither Lend Lease nor the underwriters or their respective related bodies corporate, affiliates or the directors, officers, employees or advisers of any of them, will be liable, including for negligence, for any failure to procure applications under the Shortfall Bookbuild at a price in excess of the Offer Price of $7.70 per New Security.

Any proceeds you receive as a result of the Shortfall Bookbuild may have Australian and/or overseas tax consequences for you, depending on your individual circumstances. You should seek professional tax advice regarding the taxation of any proceeds received.

You should note that if you renounce all or part of your Entitlement, then your percentage securityholding in Lend Lease will be diluted by your non-participation in the Retail Entitlement Offer.

Retail Entitlement Offer Lend Lease

3 4

Read the enclosed information

Consider the Retail Entitlement Offer in light of your particular investment objectives and circumstances

Please read the information in this Booklet and the personalised Entitlement and Acceptance Form.

The Retail Entitlement Offer is not being made under a product disclosure statement or prospectus. Rather, the Retail Entitlement Offer is being made pursuant to provisions of the Corporations Act which allow entitlement offers to be offered by providing certain confirmations to the market. It does not contain all of the information which may be required in order to make an informed investment decision regarding, or about the rights attaching to, the New Securities.

Please consult with your stockbroker, accountant, tax adviser or other independent professional adviser if you have any queries or are uncertain about any aspects of the Retail Entitlement Offer. In particular, please refer to the Appendix A “Key Investment Risks” section of the Equity Raising Presentation, which is included in this Booklet. No Australian stamp duty is payable in respect of the receipt of any payment as a result of allowing Entitlements to expire.

As a result, before accepting or renouncing your Entitlement of New Securities, you should carefully read and understand the publicly available information on Lend Lease and the Entitlement Offer. In particular, please refer to the materials contained in this Booklet, Lend Lease’s 2010 interim financial results, Annual Reports and other announcements by Lend Lease made available at www.lendlease.com.au or www.asx.com.au.

How to apply continued 5

6 What is my Entitlement?

Your Entitlement is set out on the accompanying personalised Entitlement and Acceptance Form and has been calculated as 5 New Securities for every 22 Lend Lease stapled securities you held as at the Record Date of 7.00pm (AEDT) on Tuesday, 2 March 2010, rounded up to the nearest whole New Security. If you have more than one holding of Lend Lease stapled securities, you will be sent more than one personalised Entitlement and Acceptance Form and you will have separate Entitlements for each separate holding.

What is the early acceptance opportunity?

Eligible Retail Securityholders have the opportunity to be allotted New Securities at the same time as Eligible Institutional Securityholders on Monday, 15 March 2010 (“Initial Allotment”). To take advantage of this opportunity, cleared funds must be received by us by 5.00 pm (AEDT) on the Early Retail Closing Date on Thursday, 11 March 2010. Refer to Option 1 in Section 7 for further details. Otherwise, the Retail Entitlement Offer closes at 5.00pm (AEDT) on the Final Retail Closing Date on Wednesday, 24 March 2010, with New Securities to be allotted on the Final Allotment date on Wednesday, 7 April 2010.

Retail Entitlement Offer Lend Lease

7 Acceptance of the Entitlement Offer

If you wish to take up all or part of your Entitlement you have two options.

Option 1 – Early acceptance by the Early Retail Closing Date

You have the opportunity to be allotted New Securities on Monday, 15 March 2010 if you make payment of Application Monies so that payment is received by Lend Lease no later than 5.00pm (AEDT) on the Early Retail Closing Date on Thursday, 11 March 2010. If you take up this option, you must either:

pay by BPAY[®] , in which case you do not need to submit your personalised Entitlement and Acceptance Form. If your BPAY[®] payment is not received by Lend Lease by 5.00pm (AEDT) on the Early Retail Closing Date on Thursday, 11 March 2010, you will not be included in the Initial Allotment of New Securities occurring on Monday, 15 March 2010. For instructions on how to pay by BPAY[®] , refer to Section 8

OR

complete and return the personalised Entitlement and Acceptance Form with the requisite Application Monies in the form of a cheque, bank draft or money order so that your Entitlement and Acceptance Form and cleared funds are received by Lend Lease by no later than 5.00pm (AEDT) on the Early Retail Closing Date on Thursday, 11 March 2010.

If cleared funds are not received by this time, the Registry will retain your Application Monies and process your application as part of the Retail Entitlement Offer as though you submitted your payment after the Early Retail Closing Date.

For instructions on payment by cheque, bank draft or money order, refer to Section 9.

Option 2 – Acceptance after the Early Retail Closing Date but by the Final Retail Closing Date

Alternatively, you may choose to participate by the Final Retail Closing Date (Wednesday, 24 March 2010). In this event New Securities will be allotted to you on the Final Allotment date, being Wednesday, 7 April 2010. If you take this option, you must either:

pay by BPAY[®] so that your payment is received by Lend Lease by 5.00pm (AEDT) on the Final Retail Closing Date on Wednesday, 24 March 2010. If you pay by BPAY[®] you do not need to submit your personalised Entitlement and Acceptance Form. For instructions on how to pay by BPAY[®] , refer to Section 8

OR

complete and return the personalised Entitlement and Acceptance Form with the requisite Application Monies in the form of a cheque, bank draft or money order so that your personalised Entitlement and Acceptance Form and payment are received by Lend Lease by 5.00pm (AEDT) on the Final Retail Closing Date on Wednesday, 24 March 2010.

For instructions on payment by cheque, bank draft or money order, refer to Section 9.

No New Securities will be issued to you in respect of an application if payment of the Application Monies is not received by Lend Lease by 5.00pm (AEDT) on the Final Retail Closing Date (Wednesday, 24 March 2010).

Lend Lease reserves the right (in its absolute discretion) to reduce the number of New Securities allocated to Eligible Retail Securityholders, or persons claiming to be Eligible Retail Securityholders, if their claims prove to be overstated or otherwise incorrect or if they fail to provide information to substantiate their claims.

How to apply continued 8

9 How to pay by BPAY[®]

For payment by BPAY[®] , please follow the instructions on the personalised Entitlement and Acceptance Form (which includes the Biller Code and your unique Customer Reference Number (CRN)). You can only make a payment via BPAY[®] if you are the holder of an account with an Australian financial institution that supports BPAY[®] transactions. Please note that if you choose to pay by BPAY[®] :

you do not need to submit the personalised Entitlement and Acceptance Form but are taken to have made the declarations on that personalised Entitlement and Acceptance Form; and

– if you do not pay for your full Entitlement, you are deemed to have taken up your Entitlement in respect of such whole number of New Securities as is covered in full by your Application Monies. When completing your BPAY[®] payment, please be sure to use the specific Biller Code and unique CRN provided on your personalised Entitlement and Acceptance Form. If you receive more than one personalised Entitlement and Acceptance Form, please only use the CRN specific to the Entitlement on that Form. If you inadvertently use the same CRN for more than one of your Entitlements, you will be deemed to have applied only for New Securities on the Entitlement to which that CRN applies.

You should be aware that your financial institution may implement earlier cut-off times with regards to electronic payments and you should therefore take this into consideration when making your payment. It is your responsibility to ensure that funds submitted through BPAY[®] are received by 5.00pm (AEDT) on Thursday, 11 March 2010 if you wish to be included in the Initial Allotment of New Securities (as described in Section 7) or otherwise by 5.00pm (AEDT) on Wednesday, 24 March 2010.

How to pay by cheque, bank draft or money order

For payment by cheque, bank draft or money order, you should complete your personalised Entitlement and Acceptance Form in accordance with the instructions on the Form and return it accompanied by a cheque, bank draft or money order in Australian currency for the amount of the Application Monies, payable to “Lend Lease Entitlement Offer” and crossed “Not Negotiable”.

Your cheque, bank draft or money order must be:

for an amount equal to $7.70 multiplied by the number of New Securities that you are applying for; and
in Australian currency drawn on an Australian branch of a financial institution.

The completed Entitlement and Acceptance Form, together with Application Monies, should be mailed using the reply paid envelope provided with this Booklet or otherwise mailed to the Registry at the following address:

Lend Lease Entitlement Offer

c/o Computershare Investor Services Pty Limited GPO Box 505 Melbourne VIC 3001

Australia

You should ensure that sufficient funds are held in relevant account(s) to cover the Application Monies. If the amount of your cheque for Application Monies is insufficient to pay in full for the number of New Securities you have applied for in your personalised Entitlement and Acceptance Form, you will be taken to have applied for such lower number of whole New Securities as your cleared Application Monies will pay for and to have specified that number of New Securities on your personalised Entitlement and Acceptance Form. Alternatively, your application will not be accepted.

Cash payments will not be accepted. Receipts for payment will not be issued.

Retail Entitlement Offer Lend Lease

10 11

Warranties made on acceptance of the Retail Entitlement Offer

Refunds

By completing and returning your personalised Entitlement and Acceptance Form or making a payment by BPAY[®] , you will be deemed to have acknowledged, represented and warranted that you, and each person on whose account you are acting, are an Eligible Retail Securityholder (as defined under the heading “Additional information”) or otherwise eligible to participate.

By completing and returning your personalised Entitlement and Acceptance Form or making a payment by BPAY[®] , you will also be deemed to have acknowledged, represented and warranted on your behalf and on behalf of each person on whose account you are acting that:

Any Application Monies received for more than your final allocation of New Securities will be refunded on or around Monday, 12 April 2010 (except for where the amount is less than $1.00, in which case it will be donated to a charity chosen by Lend Lease). No interest will be paid to applicants on any Application Monies received or refunded.

Refunds will be paid by cheque or direct credit in accordance with the instructions the Registry holds in respect of dividend payments.

(a) you and each person on whose account you are acting are not in the United States or a U.S. Person, or acting for the account or benefit of a U.S. Person, and are not otherwise a person to whom it would be illegal to make an offer of or issue of New Securities under the Retail Entitlement Offer;
(b) the Entitlements and the New Securities have not been and will not be registered under the U.S. Securities Act or the securities laws of any state or other jurisdiction in the United States, or in any other jurisdiction outside Australia or New Zealand and, accordingly, the New Securities may not be offered, sold or otherwise transferred except in accordance with an available exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and any other applicable securities laws; and
(c) you and each person on whose account you are acting have not and will not send any materials relating to the Retail Entitlement Offer to any person in the United States, or that is, or is acting for the account or benefit, of a U.S. Person.

How to apply continued 12 13

Withdrawals

You cannot, in most circumstances, withdraw your application once it has been accepted. Cooling-off rights do not apply to an investment in New Securities.

Confirmation of your application and managing your holding

You may access information on your holding, including your Record Date balance and the issue of New Securities from this Entitlement Offer, and manage the standing instructions the Registry records on your holding on the Investor Centre website www.investorcentre.com.

To access the Investor Centre you will need your SRN or HIN and pass the security challenge on the site.

Retail Entitlement Offer Lend Lease

ASX Announcements

==> picture [469 x 613] intentionally omitted <==

ASX Announcements continued

Equity Raising Presentation dated 25 February 2010

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS

Capital Raising to Fund Growth Entitlement Offer

25 February 2010

==> picture [449 x 134] intentionally omitted <==

----- Start of picture text -----

Securing long term value
----- End of picture text -----

==> picture [193 x 6] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
----- End of picture text -----

Disclaimer

This Presentation has been prepared by Lend Lease Corporation Limited (ABN 32 000 226 228) and Lend Lease Responsible Entity Limited (ABN 72 122 883 185), in its capacity as responsible entity of the Lend Lease Trust (ARSN 128 052 595) ( Lend Lease ).

Summary information

This Presentation contains summary information about Lend Lease and its subsidiaries (con unc j ti on w ith L en d L ease roup s o G ’ th er per o i di c an d con ti nuous sc osure announcemen s o di l Lend Lease Group t l d ge d w ith th ) and their activities current as at 25 February 2010. The information in this Presentation is of a general background nature and does not purport to be complete. It should be read in e us ra A t li an ecur S iti es E xc h ange, w hi c h are ava il a bl e a t www.asx.com.au. Not financial product advice This Presentation is for information purposes only and is not financial product or investment advice or a recommendation to acquire Lend Lease securities and has been prepared without taking into account the objectives, financial situation or needs of individuals. Before making an investment decision, prospective investors should consider the appropriateness of the information having regard to their own objectives, financial situation and needs and seek legal and taxation advice appropriate to their jurisdiction. Cooling off rights do not apply to the acquisition of Lend Lease securities. Statements made in this Presentation are made as at the date of the Presentation unless otherwise stated. Financial data All dollar values are in Australian dollars (A$) unless stated otherwise and financial data is presented within the financial period end of 31 December 2009 unless stated otherwise. The pro forma historical financial information included in this Presentation does not purport to be in compliance with Article 11 of Regulation S-X of the rules and regulations of the US Securities and Exchange Commission. Past performance Past performance information given in this Presentation is given for illustrative purposes only and should not be relied upon as (and is not) an indication of future performance. Future performance This presentation contains certain “forward looking statements”. Forward looking statements can generally be identified by the use of forward looking words such as “anticipate”, “believe”, “expect”, “project”, “forecast”, “estimate”, “likely”, “intend”, “should”, “will”, “could”, “may”, “target”, “plan” and other similar expressions. Indications of, and guidance or outlook on, future earnings, distributions or financial position or performance are also forward looking statements. The forward looking statements contained in this booklet involve known and unknown risks and uncertainties and other factors, many of which are beyond the control of Lend Lease, and may involve significant elements of subjective judgement and assumptions as to future events which may or may not be correct. Forward looking statements may also be based on estimates and assumptions with statements are not guarantees orespect to future business decisions, which are subject to change. Actual results, performance or achievements may vary materially for many projections because events and actual circumstances frequently do not occur as forecast and these differences may be material. Forward looking f f uture per ormance. f Th ese statements may assume t h e success o f L en d L ease s us ness strateg es. ’ b i i Th e success o f any o f t h ese strateg es s su i i bj ect to uncerta nt es an i i d cont ngenc es eyon i i b d L en d L ease s contro , nc u ’ l i l di ng uncerta nt es escr i i d ib e d i n t h e risk factors set out in Appendix A “Key Investment Risks”, and no assurance can be given that any of the strategies will be effective or that the anticipated benefits from the strategies will be realised in the period for which the forward looking statements may have been prepared or otherwise. Readers are cautioned not to place undue reliance on forward looking statements and Lend Lease assumes no obligation to update or revise such information to reflect any change in expectations or assumptions. The inclusion of any forward looking statement in this presentation should not be regarded as a representation, warranty or guarantee with respect to its accuracy or the accuracy of the underlying assumptions or that Lend Lease will achieve, or is likely to achieve, any particular results. Investment risk An investment in Lend Lease securities is subject to investment and other known and unknown risks, some of which are beyond the control of Lend Lease Group, including possible delays in repayment and loss of income and principal invested. Lend Lease does not guarantee any particular rate of return or the performance of Lend Lease Group, nor does it guarantee the repayment of capital from Lend Lease or any particular tax treatment. Persons should have regard to the risks outlined in this Presentation. Not an offer Thi s resen a P t ti on oes no d t cons tit u e an o t ff er, nv i it a ti on or recommen d a ti on o su t b scr ib e or or purc f h ase any secur it y an d ne ith er thi s resen a P t ti on nor any thi ng con a ne t i d i n s it h a ll f orm e as s o th b i f any con rac t t or comm it men . prospec us or pro t A t d uc t di sc osure s a emen l t t t i n re a l ti on o e t th offer outlined in this Presentation will not be issued in Australia and will not be lodged or registered with any regulatory body in another country. This Presentation is not intended to be, and does not constitute, a prospectus, product disclosure statement, short-form prospectus or profile statement as those terms are defined in the Corporations Act. In particular, this Presentation does not constitute an offer to sell or a solicitation of an offer to buy, securities in the United States or to any "U.S. person" (as defined in Regulation S under the Securities Act of 1933 (the "U.S. Securities Act")). This document may not be distributed or released in the United States or to, or for the account or benefit of, any U.S. Person. The securities in the proposed offering have not been and will not be registered under the U.S. Securities Act, or under the securities laws of any state or other jurisdiction of the United States. Accordingly, the securities in the proposed offering may not be offered, or sold, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. Persons, except in a transaction exempt from, or not subject to, the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. Underwriters and advisors The underwriters and advisors associated with the capital raising referred to in this presentation have not authorised , permitted or caused the issue , lodgement , submission , dispatch or provision of this Presentation and do not make or purport to make any statement in this Presentation and there is no statement in this Presentation which is based on any statement by the Underwriters and advisors. The Underwriters and advisors and their affiliates, officers and employees, to the maximum extent permitted by law, expressly disclaim all liabilities in respect of, make no representations regarding, and take no responsibility for, any part of this Presentation and make no representation or warranty as to the currency, accuracy, reliability or completeness of information.

All dollar values are in Australian dollars (A$) unless stated otherwise and financial data is presented within the financial period end of 31 December 2009 unless stated otherwise. The pro forma historical financial information included in this Presentation does not purport to be in compliance with Article 11 of Regulation S-X of the rules and regulations of the US Securities and Exchange Commission. Past performance

Additional disclosures

Additional disclosures for prospective investors in jurisdictions outside Australia are contained in Appendix B.

Retail Entitlement Offer Lend Lease

==> picture [192 x 6] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
----- End of picture text -----

Capital Raising and Rationale

==> picture [449 x 266] intentionally omitted <==

----- Start of picture text -----

� A$806 million pro-rata Single-bookbuild Accelerated Renounceable Entitlement
Capital Raising Offer
� In May 2009 Lend Lease announced the intention to invest A$1b-A$2b of capital over 3 yrs
� Acquisition of Lend Lease Primelife, ING Retail and recently secured development
opportunities accounts for a total A$1.8b of allocated capital
� Six recently secured development projects have an anticipated end value in excess of
Background to
~A$12b
Capital Raising
� Recent project wins, acquisitions and the capital raising significantly enhance the strategic
positioning of the Group
� Investments in new projects are targeted to be in excess of the Group’s cost of equity, driving
earnin g s g rowth and creatin g value over the medium term
� Proceeds of the capital raising are to provide flexibility to:
� Increase equity participation in, and accelerate selected major development
Rationale for
p pe i li ne pro ec s j t
Capital Raising � Fund equity positions in identified PPP opportunities; and
� Secure targeted investment opportunities with attractive return profiles
3
----- End of picture text -----

==> picture [192 x 6] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
----- End of picture text -----

==> picture [117 x 16] intentionally omitted <==

----- Start of picture text -----

Recent Acquisitions
----- End of picture text -----

Three acquisitions completed recently – A$1.2b capital deployed

==> picture [449 x 223] intentionally omitted <==

----- Start of picture text -----

Recent Acquisitions
Privatisation of
L en d L ease r me P i lif e
Acquisition of the A$1.4b
(investment ~A$0.9b); and
ING Retail Fund
Acquisition of (investment ~A$0.2b)
the PTN portfolio
(investment ~A$0.1b)
� Secured market leading position in the retirement sector � Led bid consortium with quality capital partners
� Acquired at a discount to underlying asset value � Considerable synergies across business – retail
management , development and construction
� Assets could be recycled to 3 [rd] party capital partners
� Further establishes Lend Lease as a leading retail manager
� Considerable synergies across business
� High yield transaction
Transaction synergies across operating platform
4
----- End of picture text -----

ASX Announcements continued

Equity Raising Presentation dated 25 February 2010

==> picture [192 x 6] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
----- End of picture text -----

Recent Project Wins Lend Lease has been successful in securing key projects

==> picture [449 x 248] intentionally omitted <==

----- Start of picture text -----

Recent project wins offer potential for attractive returns –
Lend Lease intends to commit additional capital
Development Project Wins [1]
� Preferred developer for � Preferred developer for
RNA Barangaroo 1 [st] stage
(end value ~A$2.5b) (end value ~A$6b)
� Two Melbourne apartment � Regeneration of � Preferred developer for 1 [st] stage
developments Elephant & Castle of the Alkimos development
(end value ~A$0.9b) (end value ~A$2.7b) (end value ~A$0.4b)
1Images are indicative only 5
----- End of picture text -----

==> picture [192 x 6] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
----- End of picture text -----

==> picture [269 x 30] intentionally omitted <==

----- Start of picture text -----

Rationale for Lend Lease Investment Strategy
Why now? The right time in the cycle to make investments
----- End of picture text -----

==> picture [449 x 239] intentionally omitted <==

----- Start of picture text -----

Right point in the property cycle for investment [1] Lend Lease’s Hurdle Rates
Hurdle Rates or New f
Type of Project Projects
Strong cost & Develop & (Ungeared IRR, Pre-Tax) [2]
capital maximise
management growth Land (Master Planned
Maximise Communities)
capital
recycling Apartments
17 – 30%
UK Commercial
US
Retail
AUS
Invest & Retirement 17 - 24%
replenish
portfolio Public Private Partnerships (PPP) 12 - 18%
Lend Lease considers this to be the right time to invest Hurdle rates are dependent on specific risks such as
and grow our pipeline market, credit and development risk
12 The diagram is illustrative only. It reflects internal views of general market trends which are based on subjective judgements, assumptions and external data. Investors should not place undue reliance on this. Actual returns may vary materially from hurdle rates. Hurdle rates are not forecasts and should not be viewed as such. They involve significant elements of subjective judgement and assumptions as to future events which may
or may not be correct.
----- End of picture text -----

Retail Entitlement Offer Lend Lease

==> picture [192 x 6] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
----- End of picture text -----

Identified Capital Opportunities Accelerating growth opportunities of Lend Lease

Identified potential capital opportunities of ~$1.6b

==> picture [449 x 222] intentionally omitted <==

----- Start of picture text -----

1 Secured development projects 2 PPP opportunities 3 Targeted new developments
� 6 projects secured in the last 6 months with � Public Private Partnerships (PPPs) are a � Lend Lease has a track record of
anticipated end value in excess of ~ A$12b key growth area securing new development opportunities
� Lend Lease applies a ‘capital-light’ model to � Identified opportunities with a project � Current opportunities are focused in
development projects but will invest capital value of ~A$23b Australia and include:
where returns are compelling � To date Lend Lease has: - Mixed use development in central
� Securit y holder returns could be im p roved - 18 operating projects with a total Sydney and a large mixed use
through both accelerating developments project value of ~A$3.2b development in SE Qld (anticipated
and increasing investment participation in - end value +A$1b)
5 projects under development with a -
key projects total project value of ~A$1.0b Replenishing and accelerating the
� cosTarget returns are higher than the Group’s t o f equ it y - Shortlistedproject value of ~A$5.0b [1] on 10 projects with a total -- Continued development within Lend Delfin pipeline in key growth corridors Building the apartments portfolio
Lease Primelife retirement
communities
Opportunity to invest ~A$0.8b of Opportunity to invest ~A$0.5b of Opportunity to invest ~A$0.3b of
capital capital capital
1Shortlisted projects include projects where Lend Lease is 1 of 2 or 3 bidders. 7
----- End of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS Secured development projects 1 Potential to increase exposure to selectedprojects Selected Projects Incremental Investment1,2 Share of Project3 (%) Expected to Commence4 Expected to Complete4 Indicative Returns5 Apartments Melbourne A$150m - A$200m ~50 Jul 2010 Jun 2014 Each development opportunity has a hurdle Sydney A$75m - A$100m ~50 Jan 2011 Mar 2014 rate of greater than ~20% (ungeared Brisbane A$50m – A$75m ~50 Dec 2010 May 2013 Melbourne A$50m – A$75m ~50 Jun 2011 Sep 2012 , pre-tax basis) Commercial Sydney A$325m – A$375m ~50 Jun 2011 Dec 2013 Brisbane A$50m - A$75m ~50 Dec 2010 Jul 2012 Total ~A$700m ~A$900m -	NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS Secured development projects 1 Potential to increase exposure to selectedprojects Selected Projects Incremental Investment1,2 Share of Project3 (%) Expected to Commence4 Expected to Complete4 Indicative Returns5 Apartments Melbourne A$150m - A$200m ~50 Jul 2010 Jun 2014 Each development opportunity has a hurdle Sydney A$75m - A$100m ~50 Jan 2011 Mar 2014 rate of greater than ~20% (ungeared Brisbane A$50m – A$75m ~50 Dec 2010 May 2013 Melbourne A$50m – A$75m ~50 Jun 2011 Sep 2012 , pre-tax basis) Commercial Sydney A$325m – A$375m ~50 Jun 2011 Dec 2013 Brisbane A$50m - A$75m ~50 Dec 2010 Jul 2012 Total ~A$700m ~A$900m -	NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS Secured development projects 1 Potential to increase exposure to selectedprojects Selected Projects Incremental Investment1,2 Share of Project3 (%) Expected to Commence4 Expected to Complete4 Indicative Returns5 Apartments Melbourne A$150m - A$200m ~50 Jul 2010 Jun 2014 Each development opportunity has a hurdle Sydney A$75m - A$100m ~50 Jan 2011 Mar 2014 rate of greater than ~20% (ungeared Brisbane A$50m – A$75m ~50 Dec 2010 May 2013 Melbourne A$50m – A$75m ~50 Jun 2011 Sep 2012 , pre-tax basis) Commercial Sydney A$325m – A$375m ~50 Jun 2011 Dec 2013 Brisbane A$50m - A$75m ~50 Dec 2010 Jul 2012 Total ~A$700m ~A$900m -	NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS Secured development projects 1 Potential to increase exposure to selectedprojects Selected Projects Incremental Investment1,2 Share of Project3 (%) Expected to Commence4 Expected to Complete4 Indicative Returns5 Apartments Melbourne A$150m - A$200m ~50 Jul 2010 Jun 2014 Each development opportunity has a hurdle Sydney A$75m - A$100m ~50 Jan 2011 Mar 2014 rate of greater than ~20% (ungeared Brisbane A$50m – A$75m ~50 Dec 2010 May 2013 Melbourne A$50m – A$75m ~50 Jun 2011 Sep 2012 , pre-tax basis) Commercial Sydney A$325m – A$375m ~50 Jun 2011 Dec 2013 Brisbane A$50m - A$75m ~50 Dec 2010 Jul 2012 Total ~A$700m ~A$900m -	NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS Secured development projects 1 Potential to increase exposure to selectedprojects Selected Projects Incremental Investment1,2 Share of Project3 (%) Expected to Commence4 Expected to Complete4 Indicative Returns5 Apartments Melbourne A$150m - A$200m ~50 Jul 2010 Jun 2014 Each development opportunity has a hurdle Sydney A$75m - A$100m ~50 Jan 2011 Mar 2014 rate of greater than ~20% (ungeared Brisbane A$50m – A$75m ~50 Dec 2010 May 2013 Melbourne A$50m – A$75m ~50 Jun 2011 Sep 2012 , pre-tax basis) Commercial Sydney A$325m – A$375m ~50 Jun 2011 Dec 2013 Brisbane A$50m - A$75m ~50 Dec 2010 Jul 2012 Total ~A$700m ~A$900m -	NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS Secured development projects 1 Potential to increase exposure to selectedprojects Selected Projects Incremental Investment1,2 Share of Project3 (%) Expected to Commence4 Expected to Complete4 Indicative Returns5 Apartments Melbourne A$150m - A$200m ~50 Jul 2010 Jun 2014 Each development opportunity has a hurdle Sydney A$75m - A$100m ~50 Jan 2011 Mar 2014 rate of greater than ~20% (ungeared Brisbane A$50m – A$75m ~50 Dec 2010 May 2013 Melbourne A$50m – A$75m ~50 Jun 2011 Sep 2012 , pre-tax basis) Commercial Sydney A$325m – A$375m ~50 Jun 2011 Dec 2013 Brisbane A$50m - A$75m ~50 Dec 2010 Jul 2012 Total ~A$700m ~A$900m -	NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS Secured development projects 1 Potential to increase exposure to selectedprojects Selected Projects Incremental Investment1,2 Share of Project3 (%) Expected to Commence4 Expected to Complete4 Indicative Returns5 Apartments Melbourne A$150m - A$200m ~50 Jul 2010 Jun 2014 Each development opportunity has a hurdle Sydney A$75m - A$100m ~50 Jan 2011 Mar 2014 rate of greater than ~20% (ungeared Brisbane A$50m – A$75m ~50 Dec 2010 May 2013 Melbourne A$50m – A$75m ~50 Jun 2011 Sep 2012 , pre-tax basis) Commercial Sydney A$325m – A$375m ~50 Jun 2011 Dec 2013 Brisbane A$50m - A$75m ~50 Dec 2010 Jul 2012 Total ~A$700m ~A$900m -
Selected Projects		Incremental Investment1,2	Share of Project3 (%)	Expected to Commence4	Expected to Complete4	Indicative Returns5

Apartments	Melbourne	A$150m - A$200m	~50	Jul 2010	Jun 2014	Each development opportunity h hdl
	Sydney	A$75m - A$100m	~50	Jan 2011	Mar 2014

	Brisbane	A$50m – A$75m	~50	Dec 2010	May 2013	as a ure rate of greater than ~20% d
	Melbourne	A$50m – A$75m	~50	Jun 2011	Sep 2012

Commercial	Sydney	A$325m – A$375m	~50	Jun 2011	Dec 2013	(ungeare , pre-tax basis)
	Brisbane	A$50m - A$75m	~50	Dec 2010	Jul 2012
Ttl		~A$700~A$900
oa		m m -

1Projects are assumed to be geared at 30%

2Capital opportunities are indicative only and are subject to change.

3Indicative share only Lend Lease reserves the right to change its investment in any of the selected projects.

45Commencement and completion dates are subject to change and will vary depending on but not limited to conditions in the market, availability of construction resources and other factors.Actual returns may materially vary from indicative returns. Indicative returns are not forecasts and should not be viewed as such. They involve significant elements of subjective judgement and assumptions as to future events which may or may not be correct.

ASX Announcements continued

Equity Raising Presentation dated 25 February 2010

==> picture [522 x 364] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
1
Secured development projects
The Group has not changed its approach to development
� Market timing: Assess the market cycle and supply/demand fundamentals
� Risk mitigation:
Approach to � Tenancy pre-commitments
Development � Apartment pre - sales
Projects � Bovis Lend Lease expertise in pricing construction
� Fixed price contracts with external parties
� Lend Lease takes varying equity positions in development projects
Funding of � 3 [rd] party equity is a source of development project funding
Developments � Debt is utilised at the appropriate gearing level for each project
� Ex p osure to develo p ments is balanced with the ri g ht mix of ca p ital sources
Capital � Lend Lease will continue to recycle capital at the appropriate time in the property cycle
recycling � Capital recycling will be a source of capital for project development over the long term
Lend Lease will continue to secure opportunities applying its key development principles
9
----- End of picture text -----

==> picture [522 x 363] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
2
PPP Opportunities
Identified new PPP opportunities (~A$23b of total project value)
� Identified opportunities of ~A$9 . 6b in project value � Identified opportunities of ~A$5 . 6b in project value
� Created Capella Capital JV, secured SA schools � Deep market expertise with 17 operational
Australia UK
� 1 project under development with value of ~A$0.2b projects, 4 under development with value ~A$3.6b
� Shortlisted on 2 projects, project value of ~A$2.8b � Shortlisted on 3 projects, project value of ~A$0.8b
� Identified opportunities of ~A$3.0b in project value � Identified opportunities of ~A$4.9b in project value
Canada � Actus team from the US is pursuing opportunities Europe � 1 project operational, project value of ~A$0.4b
� Shortlisted on 2 projects, project value of ~A$0.7b ex. UK � Shortlisted on 3 projects, project value ~A$0.7b
Ke y PPP o pp ortunit y considerations
� Lend Lease focuses predominantly on social PPPs without taking patronage risk
� Lend Lease is shortlisted on 10 projects anticipated to reach financial close by May 2011 with a total project value of ~A$5.0b
� Availability of capital to fund commitments is a key success factor in winning bids
Opportunity to invest ~A$0.5b of capital
EUR/AUD conversion at A$1.5754, GBP/AUD conversion at A$1.8040, CAD/AUD conversion at A$1.0695.
Shortlisted projects include projects where Lend Lease is 1 of 2 or 3 bidders. 10
----- End of picture text -----

Retail Entitlement Offer Lend Lease

==> picture [522 x 364] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
3
Targeted new developments
Intention to continue growth in Australian pipeline Examples of targeted new developments
� A further 2 potential projects currently
� Right time in the cycle to invest in identified, 1 in SE Qld and 1 in central
development properties in Australia Mixed Use Sydney
Market � Australian residential property market � End value for these projects A$1b+
Attractiveness continues to strengthen
� Lend Lease wants to continue building its
pipeline to maximise future returns Delfin Lend � Attractive time to replenish the Delfin
Lease pipeline in key growth corridors
Examples of current projects
Vivas Lend � Opportunity to build an apartments
Lease pipeline at attractive land prices
� Potential to develop sites in conjunction
Lend Lease with Delfin
� Varsit y Lakes , QLD � Serrata , VIC Retirement � Opportunities of ~A$300m exist today
Opportunity to invest A$0.3b of capital 11
----- End of picture text -----

==> picture [522 x 363] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
Capital employment opportunities
Potential capital investment pipeline
Targeted Capital Investment Additional Capital Sources
Secured development � Equity raising A$806m
~A$0.8b
projects
� Cashflow from operations
� Capital recycling in
PPP opportunities ~A$0 . 5b
improving conditions
� Debt facilities
Targeted new
developments ~A$0.3b � 3 [rd] party capital providers
~A$1.6b
Capital structure post raising and ‘capital-light’ model provides flexibility to continue to pursue
attractive growth opportunities
12
----- End of picture text -----

ASX Announcements continued

Equity Raising Presentation dated 25 February 2010

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS

Impact on Balance Sheet

		31 Dec 09 Capital Raising Net of Costs Pro Forma 968 788 1,756 8,111 8,111 688 688 9,767 10,555 (1,549) (1,549) (169) (169) (1,718) (1,718) (750) 38 3.99 4.65 9.2% N/A
	Ke Balance Sheet Items (A$m) y
	Cash Total tangible assets (excluding cash) Intangible Assets Total Assets Debt Other non-current financial liabilities Gross Debt Net Cash/(Debt) Net Tangible Assets Per Security ($) Gearing(net debt to TTA less cash)

Pro-forma net debt reduces to zero
Gearing not anticipated to exceed 15% over the medium term

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS

Offer Details

Single-bookbuild Accelerated Renounceable Entitlement Offer (SAREO)

Fully underwritten 5 for 22 pro-rata accelerated renounceable entitlement offer raising A$806m
104.7m new securities at A $ 7.70 p er new securit y
Key Terms � 18.7% discount to last close (A$9.47)[1] , 15.8% discount to Theoretical Ex-Rights Price (“TERP”)[2] (A$9.14)[2] � Record date of 2 March 2010 (7pm AEDT) � Rank equally with existing securities, but will not be entitled to the current interim distribution of 20cps � Renounced institutional and retail entitlements and entitlements of ineligible Securityholders to be sold in a
Shortfall Bookbuild single bookbuild after the Retail Offer period (on 29 March 2010)
Any proceeds in excess of the Entitlement Offer price will be paid to renouncing and ineligible Securityholders
1Last close as at 24 February 2010, adjusted for interim distribution of 20cps.

2TERP adjusted for interim distribution of 20cps. TERP is the theoretical price at which Lend Lease securities would trade immediately after the ex-date of the entitlement offer and takes into account the number of new securities to be issued. The TERP is a theoretical calculation only and the actual price at which Lend Lease securities trade immediately after the ex-date for the entitlement offer will depend on many factors and may not be equal to the TERP.

Retail Entitlement Offer Lend Lease

Thursday, 25 February	• Trading halt
	• Institutional Entitlement Offer opens
Friday, 26 February	• Institutional Entitlement Offer closes
Monday,1 March	• Securities re-commence tradingon the ASX

Tuesday, 2 March	• Record date for Entitlement Offer (7pm AEDT)
Wednesday, 3 March	• Retail Entitlement Offer opens
Thursday, 11 March	• Early Retail Entitlement Offer close (5pm AEDT)
Friday, 12 March	• Institutional Entitlement Offer and Early Retail Entitlement Offer
	settlement
Wednesday, 24 March	• Retail Entitlement Offer closes (5pm AEDT)
Monday,29 March	• Single Institutional and Retail Shortfall Bookbuild
Tuesday, 6 April	• Retail Entitlement Offer and Shortfall Bookbuild settlement

Note: Dates and times are indicative only and subject to change. All dates and times refer to Australian Eastern Daylight Time (AEDT) while in effect and otherwise to Australian Eastern Standard Time. Lend Lease and the Underwriters reserve the right to vary the dates and times of the Offer, which includes closing the offer early, without prior notice.

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS

==> picture [66 x 13] intentionally omitted <==

----- Start of picture text -----

Conclusion
----- End of picture text -----

Continuation of Group’s Current Strategy

Offer allows Investment in Existing and Future Growth Opportunities at the Right Time in the Cycle

Creating Long Term Securityholder Value

ASX Announcements continued

Equity Raising Presentation dated 25 February 2010

==> picture [522 x 661] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
Appendix A. Key Investment Risks
General Business and Market Risks
Overview
• This section identifies some of the ke y investment risks associated with an investment in the Lend Lease Group ( the Group ) .
• When considering the Offer, you should consider the risks identified below, together with all other information in this Presentation and publicly available, and consult your professional advisors. This
does not purport to be an exhaustive list of all the risk factors that may impact the future financial performance of the Group.
General Business and Market Risks
General economic conditions
• Changes in prevailing economic conditions in Australia and other countries where the Group operates will impact (either favourably or unfavourably) on the Group’s businesses, and possibly the
market price of Stapled Securities.
• Relevant economic factors will include changes in interest rates and inflation, changes in gross domestic product and economic growth, employment levels and consumer spending, consumer and
investment sentiment and property market volatility. The global financial crisis continues to impact these factors to varying extents in different geographies.
Market price risks
• The market price of Stapled Securities and future distributions made to securityholders will be influenced by a number of factors including: general movements in interest rates; the Australian and
international investment markets; international economic conditions; global geopolitical events and hostilities; investor perceptions; inflation; changes to the compilation of indices; changes in
government, fiscal, monetary and regulatory policies and broader movements in the indices applicable to the Group. Such factors may also influence the Group’s operational and financial
performance.
Funding
• The property investment and development sector is capital intensive. The ability of the Group to raise funds (equity or debt) on acceptable terms will depend on a number of factors including capital
market conditions, general economic and political conditions, the Group’s performance, and credit availability. Changes in the cost of current and future borrowings and equity raisings may impact
the earnings of the Group, and impact the availability of funding for new projects or increase refinancing risks as debt facilities mature.
Debt covenants
• The Group has various covenants in relation to its debt facilities, including interest cover, gearing, negative pledge and LVR requirements. While there is considerable head-room to covenants,
factors such as as falls in asset in asset values and and the inability to achieve timely asset asset sales at at prices acceptable to Lend Lease coul d d ead a l ead to a breach of debt covenants . In In such an event, an event Lend Lease ’ss
lenders may require their loans to be repaid immediately.
• Other covenants relate to change of control events. In the event a change of control occurs, a review event in some facilities may be triggered and may result in debt becoming immediately due for
payment.
17
NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
Appendix A. Key Investment Risks
General Business and Market Risks (continued)
Property market risks
• The Group’s earnin g s will be sub j ect to prevailin g propert y market conditions in the countries and sectors where the Group operates and its abilit y to execute its strate gy .
• Increases in supply (or falls in demand) or adverse changes in prevailing market sentiment in any of the sectors of the property market in which the Group operates or invests may adversely affect
earnings.
• These factors may adversely affect the value of and returns generated from property investments, management and development and construction projects undertaken by the Group from time to
time, and may influence the acquisition of sites, the timing and value of sales, and the carrying value of projects and income producing assets.
• Property markets in different geographies are currently in differing cycles, following the global financial crisis. There are market uncertainties which are difficult to predict. These uncertainties may
impact proposed recycling o assets and the level o development and construction activity and counterparty risk, but may also present opportunities. The roup will continue to monitor the markets, f f G
seeking to implement strategies to minimise adverse impacts and take advantage of opportunities.
Property values
• Unanticipated factors influencing the value of investment property or the realisable value of development trading stock, such as those listed below, could impact on future earnings:
– The capitalisation rates that are considered appropriate by professional valuers, for the income producing properties held by Lend Lease, in response to changes in market conditions. A
sustained downturn in in the property market may result in in a lower reported profit and a higher debt/equity ratio for Lend Lend Lease;
– Changes in the conditions of town planning consents applicable to Lend Lease projects, as a consequence of the unpredictable nature of council policies;
– Variances in the cost of development as a consequence of the imposition of levies by state and local government agencies;
– The presence of previously unidentified threatened flora and fauna species, which may influence the amount of developable land on major projects;
– The activities of resident action groups;
– Native title claims;
– Land resumptions for roads and major infrastructure, which cannot be adequately offset by the amount of compensation eventually paid; and
– Changes to the value of property developments currently in progress due to changes in market conditions.
Potential liquidity
• Property assets are by by their nature illiquid investments investments. Therefore , it it may not be be possible for Lend Lend Lease to dispose of assets in in timely a timely manner . To the extent extent that Lend Lend Lease invests in invests in properties
for which there may be only a limited number of potential investors, the realisable value of those assets may be less than the fair value.
----- End of picture text -----

Retail Entitlement Offer Lend Lease

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS

Appendix A. Key Investment Risks General Business and Market Risks (continued)

Exchange rates

The Group earns income denominated in man y currencies, includin g AUD, GBP, USD, SGD and EUR.
The financial performance and asset values of the Group may be adversely affected by exchange rate movements or to the extent that exchange rate movements are not hedged, or exposures hedged do not eventuate. The financial impact on the Group in these situations would depend on the exchange rate movement that occurs.

Defined benefit pension schemes

Lend Lease believes its current contribution rates to defined benefit schemes are fairly disclosed in the Group Financial Statement. However, a deterioration in equity and financial markets or actuarial assumptions around life expectancy may have an adverse impact on the value of the assets held by the pension schemes. If this occurs, the Group may need to reassess its level of contributions to its pension schemes so as to ensure the capacity o the schemes to meet their uture liabilities, which may have an adverse impact on the inancial per ormance o the roup. f f f f f G
Employees
The loss of key management personnel who have particular expertise, or the inability to attract new qualified personnel may influence future earnings

Conflicts of interest with joint venture partners

The Group currently undertakes joint ventures on development projects and asset ownership.
At times, major decisions are required to be made in respect of these joint venture arrangements (eg redevelopment and refurbishment, refinancing, the sale of assets or surplus land, the purchase of additional land and bid pricing). The interests of the Group may not always be the same as those joint venture partners in relation to these matters.
Some of these agreements contain buy/sell provisions which may be triggered by a joint venture party and may require the Group to determine whether to retain or sell its interest in the joint venture.
In addition, pre-emptive provisions or first rights of refusal may apply to sales or transfers of interests in co-owned assets and businesses. These provisions may work to the disadvantage of the G roup ecause, among o b th er thi ngs, e roup m g th G i ht e required to make decisions a b i d t k d i i b out uying or set b i lli ng interests in ese assets and usinesses at a time at is disadvantageous to it.i t t i th t d b i t ti th t i di d t t it
While the majority of the Group’s joint venture partners are large corporates or institutional investors, there is a risk that they may default on their obligations or otherwise act in a manner which adversely affects the Group.

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS

Appendix A. Key Investment Risks

General Business and Market Risks (continued)

Environment

The Group will from time to time, be exposed to a ran g e of environmental risks includin g : soil and water contamination; construction ( lead paint, asbestos, PCBs ) ; cultural herita g e ( abori g inal ) ; flora and fauna (native vegetation, endangered species); and greenhouse gases.
In addition, there is a risk that property owned or projects undertaken by the Group from time to time may be contaminated by materials harmful to human health (such as asbestos and other hazardous materials). In these situations, the Group may be required to undertake remedial works on contaminated sites and may be exposed to third party compensation claims and other environmental liabilities.
associated Although the Group is not currently aware of any material risks other than the World Trade Centre litigation disclosed below, there is a risk of the discovery of, or incorrect assessment of costs with , environmental contamination on any of the Group ’ s projects , assets sites. or sites

Climate change and climatic conditions

Lend Lease’s failure to adequately respond to the impact of climate change and associated legislative requirements could result in litigation (if reporting requirements are not met), reduced profit due to the impact of increased costs associated with energy efficiency and other costs associated with upgrading existing buildings to comply with new building codes. Lend Lease would also be adversely impacted by a loss of market share if building designs do not address community expectations or match competitor products on sustainability issues.
Prolon g ed adverse weather conditions ma y result in dela y s in construction and p ossibl y deferral of revenue and p rofit reco g nition.

Insurance

The Group purchases a suite of insurances that provide a degree of protection for their assets, liabilities and people. Such policies include material damage of assets, contract works, general and professional liability and workers’ compensation.
There are however, certain risks which are uninsurable (eg nuclear, chemical or biological incidents) or risks where the deductibles may be higher, breadth of cover reduced and/or the limits lower (such as from cyclone and earthquake).
Additionally, the Group will face risks associated with the financial strength of its insurers to meet their indemnity obligations when called upon, which may adversely affect earnings.
While the Group maintains insurance coverage it is involved in a number of disputes where insurance coverage is yet to be determined, which may adversely affect the Group’s assumed outcome position.

Accounting standards

Chan g es to Australian Accountin g Standards could affect Lend Lease’s re p orted earnin g s p erformance in an y g iven p eriod and its financial p osition from time to time.

ASX Announcements continued

Equity Raising Presentation dated 25 February 2010

==> picture [449 x 301] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
Appendix A. Key Investment Risks
General Business and Market Risks (continued)
Competition
• The Group faces competition from other or g anisations in the countries in which the Group operates. The Group also operates with the threat of new competition enterin g the market.
• Competition may lead to an over supply through over-development, or to prices for existing properties or services being impacted by competing bids. The existence of such competition may have an
adverse impact on the Group’s ability to secure tenants for its properties at satisfactory rental rates and on a timely basis, or the pricing of construction projects or development opportunities which in
turn may impact the Group’s financial performance and returns to investors.
Reliance on key contracts/clients
• The Group’s Australian, US and UK operations regularly perform contracts for government and government agency contracts, which may be affected by changes to relevant government policy or
trading practice. There is also a risk that existing contracts are not completed or otherwise terminate. Depending on the extent to which these matters occur, the inancial per ormance o the roup f f f G
may be adversely affected.
Regulatory, tax and accounting
• The Group is subject to a range of industry specific and general legal and regulatory controls. Changes in laws can have an adverse affect on the Group’s financial performance (such as by directly
or indirectly reducing income or increasing costs). For example, changes in environmental laws could require increased capital expenditure.
• Regulatory breaches may affect the operational and financial performance of the Group .
• Changes in tax law (including in goods and services taxes and stamp duties), or changes in the way taxation laws are interpreted in the various jurisdictions in which the Group operates, may impact
the future profitability and tax liabilities of the Group.
• The laws governing the taxation of income from property development and investments is subject to interpretational risk. The Group’s activities are regularly reviewed by Revenue Authorities, both
in Australia and abroad. Where the Group adopts an interpretation of taxation law which differs from the interpretation adopted by a Revenue Authority, and the Authority’s view is ultimately found
to prevail, additional tax may be imposed on the Group.
• Under current income tax legislation, Lend Lease Trust ( LLT ) is generally not liable for Australian income tax, including capital gains tax, provided LLT distributes all of its taxable income. Should the
actions or activities of the Group cause the trust to fall within the operative provisions of Division 6B or 6C of the Income Tax Assessment Act 1936, LLT may be taxed on its net income at a rate
which is currently equivalent to the corporate income tax rate of 30%. It is the intention of the Directors that the Group will be managed so that neither Division 6B nor 6C will apply.
21
----- End of picture text -----

==> picture [449 x 49] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
Appendix A. Key Investment Risks
General Business and Market Risks (continued)
----- End of picture text -----

Land values

Events ma y occur from time to time ( for example, unanticipated environmental issues or hazardous materials ) which affect the value of land or development costs which ma y impact the financial returns generated from particular property related investments, businesses or projects, including potential rezoning risk on some projects.

OH&S

If the Group fails to comply with necessary OH&S legislative requirements across the jurisdictions in which it operates, it could result in fines, penalties and compensation for damages as well as reputational damage for the Group.

Retail Entitlement Offer Lend Lease

==> picture [192 x 6] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
----- End of picture text -----

Appendix A. Key Investment Risks Specific Sector and Lend Lease Risks

Specific Sector and Lend Lease Risks

Interest rates/inflation

Adverse fluctuations in interest rates, to the extent that they are not hedged or forecast, will impact on the earnings available for distribution to Stapled Securityholders.
The Group intends to utilise fixed rate borrowings and interest rate derivatives to protect a portion of the Group’s forecast interest expense, from floating rate exposure.
Adverse movements in interest rates may also impact the Group’s earnings and asset values due to any impact on property markets in which the Group operates.
Higher than expected inflation rates generally or specific to the property industry could be expected to increase operating costs and development costs. These cost increases may be able to be offset by by increased selling prices or rents . Increases in in interest rates could have the effect of reducing the availability or increasing the cost of finance for the purchase of properties by by Lend Lease ’ss customers. Interest rates also impact on Lend Lease’s cost of funds.

Development activity risk

The Group is subject to risks associated with development and redevelopment activities including general decline for property, income derived from redeveloped properties being lower than expected, fluctuations in land values, industrial disputes, cost overruns, construction not being completed on budget or on schedule, environmental issues, and failure to obtain or delays in obtaining required plan registrations, approvals, permits or licences.
As is often the case with development projects, a number of the Group’s development sites are subject to rezoning requirements, carrying the risk of delays in obtaining or an inability to obtain required zoning approvals or sunset dates in land management agreements. These risks may adversely affect the value of these projects.

Investment activity risk

The Group invests in property directly and indirectly through various property funds. The value of, and returns generated from, property investment assets may be impacted by adverse changes in a number of factors, including the rental income generated from property, local real estate conditions (such as level of demand for, and supply of, retail space), vacancy rates, change in retail tenancy
laws , the financial condition of tenants (particularly anchor tenants) , capitalisation rates , and the expense expense incurred in in the operation , management and maintenance of the property , as well as property market volatility and liquidity, and broader market conditions.
The Group can have significant non-cash gains or losses depending on the change in fair market value of its investment property interests. If a substantial decrease occurs, the Group’s results, gearing and proximity to covenants could be affected.
The Group holds management rights in respect of various wholesale funds. Underperformance of those funds and reductions in property values will reduce fee income and may result in the removal of the Group as fund manager.
At times the Group has significant cash reserves that invested with financial institutions and in money market instruments, the value and returns generated from these investments may be impacted by adverse market movements including changes in credit quality, interest rates and foreign exchange rates

==> picture [192 x 6] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
----- End of picture text -----

Appendix A. Key Investment Risks Specific Sector and Lend Lease Risks (continued)

Professional services risk

The Group provides mana g ement services and advice in its normal course of business which ma y in some circumstances lead to professional liabilit y claims

Construction activity risk

The Group is subject to risks associated with construction activities, including;
The ability of third parties such as designers and subcontractors to perform their work in accordance with their obligations;
Defective work and latent defects arising from incorrect design and poor subcontractor workmanship and related third party claims;
Liquidated damages from delays in in delivery of projects;
Cost overruns as a consequence of inadequate design, change in pricing conditions, unforseen conditions or performance of third parties;
Professional liability claims arising from allegations of negligence
The nature of construction means that at any one time there are claims where the outcome remains uncertain for many years and is dependent on the ability to recover from third parties and insurance policies.
Fixed na ure ot f s gni ificant cos st
Significant expenditures associated with each investment, such as mortgage payments, maintenance costs, employee costs and taxes, are generally not reduced when circumstances cause a reduction in income from the investment.
The value of an asset owned by the Group may be adversely affected if the income from the asset declines and other related expenses remain unchanged.

Counterparty/credit risk

Counterparty risks may arise in circumstances where parties with which the Group has dealings experience financial difficulties with consequential adverse effects for the relevant projects or assets, which may impact on the Group’s financial performance for example;
Delay to projects and additional costs of securing replacement partners or products which may be unrecoverable;
Purchasers who may default on their purchase obligations resulting in the resale of those properties at a lesser amount;
Insolvency or financial distress of tenants may reduce the income received by the Group.

ASX Announcements continued

Equity Raising Presentation dated 25 February 2010

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
Appendix A. Key Investment Risks Specific Sector and Lend Lease Risks (continued) Termination of the Offer • The Underwriters have entered into an underwritin g a g reement with the Group on 25 Februar y 2010. Under the terms of the underwritin g a g reement the Underwriters ma y terminate their obli g ations upon the occurrence of certain events including, without limitation: falls in the S&P/ASX 200 Index and any material change or development (including, but not limited to, regulatory changes) in the financial position or performance, profits, losses, assets, liabilities, or prospects of Lend Lease.
• There is a risk that if the Underwriters exercise their right to terminate and the desired offer proceeds are not raised, this will have an adverse effect on the Group. Taxation issues • Changes to Securityholder composition introduces change of control risks, which from a taxation perspective can impact on the ability for Lend Lease entities to utilise prior and current year tax losses in the various jurisdictions in which it operates. While we do not anticipate this o ff er will trigger a change o control or taxation purposes, any movements in the register will be actored in to f f f future change of control monitoring.
Integration of LLP • Lend Lease is currently undertaking the integration of Lend Lease Primelife (LLP) and as such is subject to the risks associated with integrating a new business including systems integration, policy and compliance alignment and general management reporting.
Litigation and disputes • The Group is involved in a number of ongoing court proceedings, arbitration proceedings, disputes and claims including but not limited to the abatement and demolition of 130 Liberty St. New York, the aggregate value of those claims which cannot be readily or reliably quantified at this time. These claims have arisen out of the Group’s general business activities, and include claims arising from businesses it has sold to third parties, claims made under construction and development contracts and disputes with government agencies (such as the ATO).
• Lend Lease has obtained legal advice in respect of the ongoing claims. Lend Lease has assessed the financial impact of each known claim and the extent to which that particular claim will be covered by insurance, with provisions being included in Lend Lease’s consolidated financial statements as is considered appropriate.
• However, due to uncertainties involved in assessing the outcome of these claims, there is a risk that these provisions may be inadequate. If this occurs, these claims may have an adverse effect on the financial position of the Group.
• As part of the settlement of the 130 Liberty St. New York dispute, Lend Lease entered into a non-prosecution agreement with the New York District Attorney. A material breach of the terms of this agreement would have adverse consequences for the operations of Lend Lease in New York.
Investigation by authorities • In April 2009, Bovis Lend Lease LMB, Inc. in New York received notice of investigations being conducted by the US Attorney and New York District Attorney. The investigation relates to allegations regarding, among other things, billing practices for union foremen on construction projects in New York. Bovis Lend Lease is co-operating with the authorities in their investigation. Until the investigation is complete, it is not possible to quantify what the financial consequences associated with this matter will be. 25

==> picture [252 x 32] intentionally omitted <==

----- Start of picture text -----

Appendix A. Key Investment Risks
Specific Sector and Lend Lease Risks (continued)
----- End of picture text -----

==> picture [192 x 6] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
----- End of picture text -----

==> picture [252 x 32] intentionally omitted <==

----- Start of picture text -----

Appendix A. Key Investment Risks
Specific Sector and Lend Lease Risks (continued)
----- End of picture text -----

World Trade Center (“WTC”) claims

On 10 September 2004, a class action ( which now proceeds as a consolidated action with approximatel y 18,000 plaintiffs ) was filed a g ainst over 50 defendants ( includin g Bovis Lend Lease ( BLL ) , a US subsidiary of Lend Lease) claiming personal injuries and other damages allegedly arising out of the clean-up of the WTC site.
On 12 December 2008, Judge Hellerstein of the United States Federal Court made orders to bring 30 expedited cases to trial with an anticipated hearing date of May 2010. On 21 January 2010, Judge Hellerstein made further orders to reduce the number of expedited cases to 12 with trials to commence in May 2010. Preparation for these trials is progressing. To establish liability on the part of BLL, each individual plaintiff must prove BLL owed a duty of care, breached that duty and that their injuries were caused by BLL’s conduct. The litigation will therefore need to proceed through a number of stages before any liability can attach to BLL.
� To the extent that the plaintiffs can establish liability against BLL , it is not possible to quantify what that liability may be , or whether or not that liability will be entirely covered by insurance . � BLL is one of the beneficiaries of the approximately US$1 billion captive insurance policy established by the US Congress to protect the City of New York and its contractors against liabilities which may arise from the clean-up.
Full details of the status of the claim are set out in Lend Lease’s ASX announcements on 15 September 2004, 14 March 2006, 18 October 2006, 17 November 2006, 23 August 2007 and 28 March 2008. These announcements can be accessed on Lend Lease’s website at http://www.lendlease.com.au.

Retail Entitlement Offer Lend Lease

==> picture [449 x 46] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
Appendix B. Foreign Selling Restrictions
----- End of picture text -----

This document does not constitute an offer of securities in any jurisdiction in which it would be unlawful. No action has been taken to permit a general public offer in any jurisdiction.

EUROPEAN ECONOMIC AREA - GERMANY AND THE NETHERLANDS

The information in this document has been prepared on the basis that all offers of New Securities will be made pursuant to an exemption under the Directive 2003/71/EC ("Prospectus Directive"), as implemented in Member States of the European Economic Area (each, a "Relevant Member State"), from the requirement to produce a prospectus for offers of securities.

An offer to the public of New Securities has not been made, and may not be made, in a Relevant Member State except pursuant to one of the following exemptions under the Prospectus Directive as implemented in that Relevant Member State: a) to legal entities that are authorised or regulated to operate in the financial markets or, if not so authorised or regulated, whose corporate purpose is solely to invest in securities;

b) to any legal entity that has two or more of (i) an average of at least 250 employees during its last fiscal year; (ii) a total balance sheet of more than €43,000,000 and (iii) an annual net turnover of more than €50,000,000;

c) to fewer than 100 natural or legal persons (other than qualified investors within the meaning of Article 2(1)(e) of the Prospectus Directive) subject to obtaining the prior consent of the Group or any underwriter for any such offer; or

d) in any other circumstances falling within Article 3(2) of the Prospectus Directive, provided that no such offer of New Securities shall result in a requirement for the publication by the Group of a prospectus pursuant to Article 3 of the Prospectus Directive.

FRANCE

This document is not being distributed in the context of a public offering of financial securities (offre au public de titres financiers) in France within the meaning of Article L.411-1 of the French Monetary and Financial Code (Code monétaire et financier) and Articles 211-1 et seq. of the General Regulation of the French Autorité des marchés financiers ("AMF"). The New Securities have not been offered or sold and will not be offered or sold, directly or indirectly, to the public in France. This document and any other offering material relating to the New Securities have not been, and will not be, submitted to the AMF for approval in France and, accordingly, may not be distributed or caused to distributed, directly or indirectly, to the public in France.

Such offers, sales and distributions have been and shall only be made in France to (i) qualified investors (investisseurs qualifiés) acting for their own account, as defined in and in accordance with Articles L.411-2-II-2 � and D.411-1 to D.411-3, D.734-1, D. 744-1, D.754-1 and D.764-1 of the French Monetary and Financial Code and any implementing regulation and/or (ii) a restricted number of non-qualified investors (cercle restreint d’investisseurs) acting for their own account, as defined in and in accordance with Articles L.411-2-II-2 � and D.411-4, D.734-1, D.744-1, D.754-1 and D.764-1 of the French Monetary and Financial Code and any implementing regulation.

Pursuant to Article 211-3 of the General Regulation of the AMF, investors in France are informed that the New Securities cannot be distributed (directly or indirectly) to the public by the investors otherwise than in accordance with Articles L.411-1, L.411-2, L.412-1 and L.621-8 to L.621-8-3 of the French Monetary and Financial Code.

HONG KONG

WARNING: This document has not been, and will not be, authorized by the Securities and Futures Commission in Hong Kong pursuant to the Securities and Futures Ordinance (Cap. 571) of the Laws of Hong Kong (the "SFO"). No action has been taken in Hong Kong to authorize this document or to permit the distribution of this document or any documents issued in connection with it. Accordingly, the New Securities have not been and will not be offered or sold in Hong Kong by means of any document, other than to “professional investors" (as defined in the SFO). No advertisement, invitation or document relating to the New Securities has been or will be issued, or has been or will be in the possession of any person for the purpose of issue, in Hong Kong or elsewhere that is directed at, or the contents of which are likely to be accessed or read by, the public of Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to the New Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to professional investors as defined in the SFO and any rules made under that ordinance. The contents of this document have not been reviewed by any Hong Kong regulatory authority. You are advised to exercise caution in relation to the offer. If you are in doubt about any contents of this document, you should obtain independent professional advice.

==> picture [449 x 45] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
Appendix B. Foreign Selling Restrictions
----- End of picture text -----

IRELAND

The information in this document does not constitute a prospectus under any Irish laws or regulations and this document has not been filed with or approved by the Irish Financial Services Regulatory Authority or any other Irish regulatory authority as the information has not been prepared in the context of a public offering of securities in Ireland within the meaning of the Irish Prospectus (Directive 2003/71/EC) Regulations 2005 (the "Prospectus Regulations"). The New Securities have not been offered or sold and will not be offered, sold or delivered directly or indirectly in Ireland by way of a public offering except to qualified investors (as defined in Regulation 2(1) of the Prospectus Regulations). The offer does not facilitate participation by the public and accordingly is not an offer for which approval of the Irish Financial Services Regulatory Authority is required under Section 9 of the Unit Trusts Act 1990.

ITALY

The offering of the New Securities in the Republic of Italy has not been authorized by the Italian Securities and Exchange Commission (Commissione Nazionale per le Società e la Borsa, "CONSOB") pursuant to the Italian securities legislation and, accordingly, no offering material relating to the New Securities may be distributed in Italy and such securities may not be offered or sold in Italy in a public offer within the meaning of Article 1.1(t) of Legislative Decree No. 58 of 24 February 1998 ("Decree No. 58"), other than:
to Italian qualified investors, as defined in Article 100 of Decree no.58 by reference to Article 34-ter of CONSOB Regulation no. 11971 of 14 May 1999 ("Regulation no. 1197l") as amended ("Qualified Investors"); and
in other circumstances that are exempt from the rules on public offer pursuant to Article 100 of Decree No. 58 and Article 34-ter of Regulation No. 11971 as amended.
Any offer, sale or delivery of the New Securities or distribution of any offer document relating to the New Securities in Italy (excluding placements where a Qualified Investor solicits an offer from the issuer) under the paragraphs above must be:
made by investment firms, banks or financial intermediaries permitted to conduct such activities in Italy in accordance with Legislative Decree No. 385 of 1 September 1993 (as amended), Decree No. 58, CONSOB Regulation No. 16190 of 29 October 2007 and any other applicable laws; and
in compliance with all relevant Italian securities, tax and exchange controls and any other applicable laws.

Any subsequent distribution of the New Securities in Italy must be made in compliance with the public offer and prospectus requirement rules provided under Decree No. 58 and the Regulation No. 11971 as amended, unless an exception from those rules applies. Failure to comply with such rules may result in the sale of such New Securities being declared null and void and in the liability of the entity transferring the New Securities for any damages suffered by the investors.

JAPAN

The New Securities have not been and will not be registered under Article 4, paragraph 1 of the Financial Instruments and Exchange Law of Japan (Law No. 25 of 1948), as amended (the "FIEL") pursuant to an exemption from the registration requirements applicable to a private placement of securities to Qualified Institutional Investors (as defined in Article 2, paragraph 3 of the FIEL and the regulations promulgated thereunder). Accordingly, the New Securities may not be offered or sold, directly or indirectly, in Japan or to, or for the benefit of, any resident of Japan other than Qualified Institutional Investors. Any Qualified Institutional Investor who acquires New Securities may not resell them to any person in Japan that is not a Qualified Institutional Investor, and acquisition by any such person of New Securities is conditional upon the execution of an agreement to that effect.

NEW ZEALAND

This document has not been registered, filed with or approved by any New Zealand regulatory authority under the Securities Act 1978 (New Zealand).

The New Securities in the entitlement offer are not being offered or sold to the public in New Zealand other than to existing securityholders of the Group with registered addresses in New Zealand to whom the offer of New Securities is being made in reliance on the Securities Act (Overseas Companies) Exemption Notice 2002 (New Zealand).

New Securities for which entitlements are not taken up may be offered and sold in New Zealand to:
persons whose principal business is the investment of money or who, in the course of and for the purposes of their business, habitually invest money; or
persons who are each required to (i) pay a minimum subscription price of at least NZ$500,000 for the securities before allotment or (ii) have previously paid a minimum subscription price of at least NZ$500,000 for securities of the Group ("initial securities") in a single transaction before the allotment of such initial securities and such allotment was not more than 18 months prior to the date of this document.

ASX Announcements continued

Equity Raising Presentation dated 25 February 2010

==> picture [449 x 97] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
Appendix B. Foreign Selling Restrictions
NORWAY
This document has not been approved by, or registered with, any Norwegian securities regulator pursuant to the Norwegian Securities Trading Act of 29 June 2007. Accordingly, this document shall not be deemed to constitute an offer to the public in
Norway within the meaning of the Norwegian Securities Trading Act of 2007.
The New Securities may not be offered or sold, directly or indirectly, in Norway except:
----- End of picture text -----

a) to "professional investors" (as defined in Norwegian Securities Regulation of 29 June 2007 no. 876);
b) any natural person who is registered as a professional investor with the Oslo Stock Exchange (No. Oslo Børs) and who fulfils two or more of the following: (i) any natural person with an average execution of at least ten transactions in securities of significant volume per quarter for the last four quarters; (ii) any natural person with a portfolio of securities with a market value of at least €500,000; and (iii) any natural person who works, or has worked for at least one year, within the financial markets in a position which presuppose knowledge of investing in securities;
c) to fewer than 100 natural or legal persons (other than "professional investors", as defined in clauses (a) and (b) above); or d) in any other circumstances provided that no such offer of New Securities shall result in a requirement for the registration, or the publication by the Group or an underwriter, of a prospectus pursuant to the Norwegian Securities Trading Act of 29 June 2007.

SINGAPORE

This document has not been registered as a prospectus with the Monetary Authority of Singapore. This document and any other document or material in connection with the offer or sale, or invitation for subscription or purchase of the New Securities may not be circulated or distributed, nor may the New Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore except to "institutional investors" (as defined in the Securities and Futures Act, Chapter 289 (the "SFA")), or otherwise pursuant to, and in accordance with the conditions of, any other applicable provisions of the SFA. This document has been g iven to y ou on the basis that y ou are an "institutional investor" ( as defined under the SFA ) . In the event that y ou are not an institutional investor , p lease return this document immediatel y . You ma y not forward or circulate this document to any other person in Singapore.

Any offer is not made to you with a view to the New Securities being subsequently offered for sale to any other party. You are advised to acquaint yourself with the SFA provisions relating to on-sale restrictions in Singapore and comply accordingly. SWEDEN

This document has not been, and will not be, registered with or approved by Finansinspektionen (the Swedish Financial Supervisory Authority). Accordingly, this document may not be made available, nor may the New Securities be offered for sale in Sweden, other than under circumstances that are deemed not to require a prospectus under the Swedish Financial Instruments Trading Act (1991:980) (Sw. lag (1991:980) om handel med finansiella instrument). Any offering of New Securities in Sweden is limited to persons who are "qualified investors" (as defined in the Financial Instruments Trading Act). Only such investors may receive this document and they may not distribute it or the information contained in it to any other person. SWITZERLAND

The New Securities may not be publicly offered, sold or distributed (directly or indirectly) in Switzerland. No solicitation for investment in the New Securities may be made in Switzerland in any way that could constitute a public offering within the meaning of article 652a of the Swiss Code of Obligations ("CO") or the Swiss Federal Act on Collective Investment Schemes. New Securities may only be offered to institutional investors subject to Swiss or foreign prudential supervision such as banks, securities dealers, insurance institutions and fund management companies as well as institutional investors with professional treasury operations in circumstances such that there is no public offering. This document does not constitute a public offering prospectus within the meaning of article 652a CO and may not comply with the information standards required thereunder. The Group has not applied for a listing of the New Securities on the SIX Swiss Exchange or any other regulated securities market in Switzerland and, consequently, the information presented in this document does not necessarily comply with the information standards set out in the listing rules of the SIX Swiss Exchange. This document is personal to the recipient only and not for general circulation in Switzerland.

==> picture [449 x 45] intentionally omitted <==

----- Start of picture text -----

29
----- End of picture text -----

==> picture [449 x 94] intentionally omitted <==

----- Start of picture text -----

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS
Appendix B. Foreign Selling Restrictions
UNITED KINGDOM
Neither the information in this document nor any other document relating to the offer has been delivered for approval to the Financial Services Authority in the United Kingdom and no prospectus (within the meaning of section 85 of the Financial Services
and Markets Act 2000, as amended ("FSMA")) has been published or is intended to be published in respect of the New Securities. This document is issued on a confidential basis to "qualified investors" (within the meaning of section 86(7) of FSMA). This
document should not be distributed, published or reproduced, in whole or in part, nor may its contents be disclosed by recipients to any other person in the United Kingdom.
----- End of picture text -----

Any invitation or inducement to engage in investment activity (within the meaning of s.21 FSMA) received in connection with the issue or sale of the New Securities has only been communicated, and will only be communicated, in the United Kingdom in circumstances in which s.21(1) FSMA does not apply to the Group. In the United Kingdom, this document is being distributed only to, and is directed at, persons (a) who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotions) Order 2005 ("FPO"); (ii) who fall within the categories of persons referred to in Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the FPO; or (iii) to whom it may otherwise be lawfully communicated (together "relevant persons"). The investments to which this document relates are available only to, and any invitation, offer or agreement to purchase will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents

UNITED STATES

This presentation, including the information contained in this disclaimer, is not a prospectus and does not form part of any offer, invitation or recommendation in respect of shares, or an offer, invitation or recommendation to sell, or a solicitation of an offer to buy, shares in the United States or to any person that is, or is acting for the account or benefit of, a “U.S. person” (as defined in Regulation S under the United States Securities Act of 1933 (Securities Act)) (U.S. Person). The offer or sale of the securities referred to herein have not been and will not be registered under the Securities Act. The securities referred to herein may not be offered or sold in the United States, or to or for the account or benefit of, any U.S. Person, unless the securities have been registered under the Securities Act or an exemption from the registration requirements under the Securities Act is available. This presentation may not be sent to any investors in the United States or to a U.S. Person (or to any person acting for the account or benefit of a U.S. Person). By accepting this presentation, you acknowledge and agree to be bound by the foregoing limitations.

OTHER JURISDICTIONS

The New Securities may not be offered or sold in any other jurisdiction except to persons to whom such offer or sale is permitted under applicable law.

Retail Entitlement Offer Lend Lease

Offer Announcement dated 25 February 2010

Not for distribution in the United States or to US Persons

ASX Announcement

A$806 million Equity Raising to Accelerate Growth

25 February 2010

Lend Lease today announced that it will raise approximately A$806 million in new equity to fund future growth opportunities.

The fully underwritten capital raising will be undertaken through a renounceable 5 for 22 pro rata entitlement offer raising approximately $806 million (“Entitlement Offer”). The Entitlement Offer will be undertaken via a pro-rata Single-bookbuild Accelerated Renounceable Entitlement Offer structure.

Proceeds of the capital raising are to provide flexibility to:

increase equity participation in, and accelerate selected major development pipeline projects;
fund equity positions in identified PPP opportunities; and
secure targeted investment opportunities with attractive return profiles.

Lend Lease Group CEO and Managing Director, Steve McCann said: “We believe now is the right time to deploy capital as we are near the bottom of the cycle. In the last six months, Lend Lease has secured development opportunities with an end value in excess of A$12 billion.

“Raising additional capital will assist us to more readily execute our strategy and fully leverage our competitive strengths. In today’s environment funding certainty is essential.

“Recent project wins, acquisitions and the capital raising significantly enhance the strategic positioning of Lend Lease. Investments in new projects are targeted to be in excess of the Group’s cost of equity to drive earnings growth and value over the medium term.” Mr McCann said.

On a pro forma basis as at 31 December 2009 the Entitlement Offer would result in a cash balance net of debt at that date of $38 million.

New securities to be issued under the Entitlement Offer will rank equally with existing Lend Lease securities, but will not be entitled to the current interim distribution of 20 cents per security.

Lend Lease Corporation Limited ABN 32 000 226 228 and

Lend Lease Responsible Entity Limited ABN 72 122 883 185 AFS Licence 308983 as responsible entity for Lend Lease Trust ABN 39 944 184 773 ARSN 128 052 595

Level 4, 30 The Bond Telephone +61 2 9236 6111 30 Hickson Road Facsimile +61 2 9252 2192 Millers Point NSW 2000 www.lendlease.com Australia

Offer Announcement dated 25 February 2010

ASX Announcements continued

Not for distribution in the United States or to US Persons

Entitlement Offer

Under the Entitlement Offer, eligible securityholders are able to subscribe for 5 new securities for every 22 existing Lend Lease securities held at the Record Date of 2 March 2010 (7pm, AEDT). The offer price for each new security is $7.70, which represents:

a 18.7% discount to last close (adjusted for the interim distribution); and
a 15.8% discount to TERP (Theoretical Ex-Rights Price) (adjusted for the interim distribution).

The Entitlement Offer comprises an offer to eligible institutional securityholders (“Institutional Entitlement Offer”) and an offer to eligible retail securityholders to participate on the same terms (“Retail Entitlement Offer”).

The Institutional Entitlement Offer will be open from 25 to 26 February 2010 and the Retail Entitlement Offer will open on 3 March 2010 and will close at 5pm (AEDT) on 24 March 2010.

Entitlements are renounceable with any entitlements not taken up by either retail or institutional securityholders, and entitlements of ineligible securityholders, being sold in a single bookbuild following the completion of the Retail Entitlement Offer period on 29 March 2010. Any proceeds in excess of the offer price will be paid to renouncing securityholders and ineligible securityholders.

Further details of the Entitlement Offer and the timetable are contained in Appendix 1. Securityholders who have questions regarding the Entitlement Offer should phone the Lend Lease Entitlement Offer Information Line on 1300 159 378 (within Australia) or +61 3 9415 4239 (outside Australia) any time between 8.30am and 5.00pm, Monday to Friday during the Entitlement Offer Period or go to the Lend Lease website at www.lendlease.com.au.

ENDS

For further information please contact:

Investor enquiries: Sally Cameron Group Executive Investor Relations Ph: +61 2 9236 6464

Media enquiries:

Rachel Mornington-West Media & Communications Manager Ph: +61 2 9277 2525

Lend Lease Corporation Limited ABN 32 000 226 228 and

Lend Lease Responsible Entity Limited ABN 72 122 883 185 AFS Licence 308983 as responsible entity for Lend Lease Trust ABN 39 944 184 773 ARSN 128 052 595

Level 4, 30 The Bond Telephone +61 2 9236 6111 30 Hickson Road Facsimile +61 2 9252 2192 Millers Point NSW 2000 www.lendlease.com Australia

Retail Entitlement Offer Lend Lease

Not for distribution in the United States or to US Persons

ADDENDIX 1: FURTHER DETAIL ABOUT THE ENTITLEMENT OFFER

Stock Lending and Other Transactions

Eligible securityholders will be entitled to apply under the Entitlement Offer for 5 new Lend Lease securities for every 22 existing Lend Lease securities held as at 7.00pm (AEDT) on 2 March 2010 (the “Record Date”). Lend Lease notes that it has been granted a waiver by ASX so that, in determining securityholder entitlements for the Entitlement Offer, it may ignore any changes in securityholdings that occur after the announcement of the trading halt in Lend Lease's securities made earlier today (other than registrations of transactions that were effected through ITS before that announcement).

Accordingly, a person who is a registered securityholder of Lend Lease at 7.00pm (AEDT) on the Record Date as a result of a dealing after the announcement of the trading halt (other than the registration of a transaction effected through ITS before that announcement) may not receive an entitlement under the Entitlement Offer. This means, for example, that in the event a Lend Lease securityholder has existing Lend Lease securities out on loan, the borrower will be regarded as the securityholder for the purposes of determining the entitlement (provided that those borrowed securities have not been on-sold or used to cover a short sale).

Renounceability and Shortfall Bookbuild

Entitlements will be renounceable, which means that eligible institutional securityholders and eligible retail securityholders can choose to take up or not take up all or part of their entitlement under the Entitlement Offer.

New securities equal in number to those not taken up by eligible securityholders and those which would otherwise have been offered to ineligible securityholders will be offered to selected Institutional Investors (which may include eligible institutional securityholders) through the Shortfall Bookbuild process. If the price achieved in the Shortfall Bookbuild (Clearing Price) is higher than the offer price of $7.70, eligible securityholders who do not take up their Entitlement in full (and ineligible securityholders) will receive an amount equal to the difference between the Clearing Price and the offer price of $7.70 per new security sold, or will be paid nothing if the Clearing Price is equal to the offer price. The Shortfall Bookbuild will be conducted on 29 March 2010.

Entitlements are not able to be traded on ASX.

Lend Lease Corporation Limited ABN 32 000 226 228 and

Lend Lease Responsible Entity Limited ABN 72 122 883 185 AFS Licence 308983 as responsible entity for Lend Lease Trust ABN 39 944 184 773 ARSN 128 052 595

Level 4, 30 The Bond 30 Hickson Road Millers Point NSW 2000 Australia

Telephone +61 2 9236 6111 Facsimile +61 2 9252 2192 www.lendlease.com

Offer Announcement dated 25 February 2010

ASX Announcements continued

Not for distribution in the United States or to US Persons

Summary of Key Dates

Summary of Key Dates
Thursday, 25 February	Trading Halt Institutional Entitlement Offer opens
Friday,26February	Institutional Entitlement Offercloses
Monday, 1 March	Securities re-commence trading on the ASX
Tuesday, 2 March	Record date for Entitlement Offer (7pm AEDT)
Wednesday, 3 March	Retail Entitlement Offer opens
Friday, 12 March	Institutional Entitlement Offer and Early Retail Entitlement Offer settlement
Wednesday, 24 March	Retail Entitlement Offer closes (5pm AEDT)
Monday, 29 March	Institutional and Retail Shortfall Bookbuild
Tuesday, 6 April	Retail Entitlement Offer and Shortfall Bookbuild settlement

These dates are indicative only and subject to change. All times and dates refer to Australian Eastern Daylight Time (AEDT) while in effect and otherwise to Australian Eastern Standard Time. Lend Lease reserves the right to amend the timetable, including, in consultation with the Joint Lead Managers, to extend the closing date for the Retail Entitlement Offer, to withdraw the Entitlement Offer at any time prior to the issue of New Securities and/or to accept late applications either generally or in specific cases.

Important information for Retail Securityholders

Eligible retail securityholders will receive a Retail Entitlement Offer booklet including a personalised Entitlement and Acceptance Form in relation to the Entitlement Offer which will provide further details of how to participate. This booklet is expected to be despatched by 4 March 2010.

Important Notice

Lend Lease Corporation Limited ABN 32 000 226 228 and

Lend Lease Responsible Entity Limited ABN 72 122 883 185 AFS Licence 308983 as responsible entity for Lend Lease Trust ABN 39 944 184 773 ARSN 128 052 595

Level 4, 30 The Bond Telephone +61 2 9236 6111 30 Hickson Road Facsimile +61 2 9252 2192 Millers Point NSW 2000 www.lendlease.com Australia

Retail Entitlement Offer Lend Lease

Half Year Results Announcement dated 25 February 2010

ASX Announcement

Strong First Half Result With Significant Project Wins

25 February 2010

Statutory Profit after Tax of A$204.9 million for the half year ended 31 December 2009
Statutory Profit after Tax includes net property investment revaluation gains of A$17.0 million after tax
Interim dividend of 20 cents per security, franked to 100%
Significant project wins across the Group

Lend Lease delivered a Statutory Profit after Tax for the half year ended 31 December 2009 of A$204.9 million despite difficult economic conditions and currency headwinds.

The Group has continued to strengthen its pipeline with its selection as developer or preferred bidder on a number of significant projects. These include:

The A$2.5 billion RNA Showgrounds redevelopment;
Stage 1 of Barangaroo, the largest CBD development in the history of Sydney with an end development value of cA$6.0 billion;
The A$1.4 billion ING Retail Property Fund portfolio. Lend Lease will have an investment of cA$200.0 million in the ING portfolio, which it will seek to sell down over time. Lend Lease has commitments from its managed funds and other investors to acquire cA$1.2 billion of the portfolio;
The c£1.5 billion regeneration of Elephant & Castle in the UK; and
The first stage of the 710 hectare Alkimos Community Development in Western Australia with an end development value of over A$400.0 million.

The Group’s Retail, Communities and Public Private Partnership business units performed well despite difficult market conditions. The Project Management & Construction business in Asia Pacific performed strongly with a record profit for the half year. This was however offset by weaker results from our construction businesses in the US, Europe and the Middle East which continued to be impacted by weak market conditions.

The Group’s Statutory Profit after Tax for the period of A$204.9 million includes net property investment revaluation gains of A$17.0 million after tax, primarily relating to the Group’s interest in the Somerset shopping centre in Singapore which commenced trading during the period. The Group has continued to recycle capital through the sale of the Group’s interest in the Millennium Dome and the Queen’s Hospital, Romford releasing A$65.4 million of cash.

Lend Lease Corporation Limited ABN 32 000 226 228 and

Lend Lease Responsible Entity Limited ABN 72 122 883 185 AFS Licence 308983 as responsible entity for Lend Lease Trust ABN 39 944 184 773 ARSN 128 052 595

Level 4, 30 The Bond Telephone +61 2 9236 6111 30 Hickson Road Facsimile +61 2 9252 2192 Millers Point NSW 2000 www.lendlease.com Australia

ASX Announcements continued

Half Year Results Announcement dated 25 February 2010

	Dec 2009	Dec 2008
	A$m	A$m
Operating Profit after Tax	187.9	185.4
Property Investment Revaluations	17.0	(169.6)
Other net write downs and charges		(612.2)
Statutory Profit / (Loss) after Tax	204.9	(596.4)
Interim Dividend 1	20 cps	25 cps
Earnings Per Security (EPS) on Operating Profit After Tax 2	40.9 cps	46.1 cps

The interim dividend is 100% franked; the interim dividend for the period ended 31 December 2008 was 60% franked 2 EPS is calculated based on Operating Profit after Tax and the weighted average number of securities on issue including treasury securities.

Lend Lease declared an interim dividend of 20 cents per security, franked to 100%. This represents a payout ratio of 49% of Operating Profit after Tax for the half year.

In view of the proposed capital raising announced by Lend Lease today, Lend Lease will suspend its Distribution Reinvestment Plan for the December 2009 interim dividend.

Group Debt

Lend Lease had cash reserves of A$967.5 million and gearing of 9.2% (net debt including other non-current financial liabilities to total tangible assets, less cash) as at 31 December 2009.

Lend Lease has today separately announced plans to raise A$806 million of equity. The pro forma impact of the raising would have been to move the Group to a positive net cash position of cA$38 million as at 31 December 2009.

Outlook

Commenting on the outlook for Lend Lease, Group CEO and Managing Director, Steve McCann said: “Lend Lease delivered a strong result in the first half of the financial year which included the successful recycling of mature assets such as the Group’s interest in the Millennium Dome and the Queen’s Hospital, Romford. Market conditions for our construction business in the US and Europe remain very difficult and our earnings have been impacted by the strong Australian dollar.

“Nonetheless, Lend Lease continues to perform well despite these challenging conditions due to our diversified business model, mix of active and passive earnings and our focus on reducing overheads.

Lend Lease Corporation Limited ABN 32 000 226 228 and

Lend Lease Responsible Entity Limited ABN 72 122 883 185 AFS Licence 308983 as responsible entity for Lend Lease Trust ABN 39 944 184 773 ARSN 128 052 595

Level 4, 30 The Bond 30 Hickson Road Millers Point NSW 2000 Australia

Telephone +61 2 9236 6111 Facsimile +61 2 9252 2192 www.lendlease.com

Retail Entitlement Offer Lend Lease

“We remain confident of the Group’s outlook over the long term. The Group has demonstrated a capacity to perform well in the face of extraordinary global conditions. We have a well defined strategy, a clear view of where the opportunities lie and are well placed to leverage our competitive advantages. For the year ending 30 June 2010, Operating Profit After Tax is expected to be broadly in line with the year ended 30 June 2009, before the benefit of the capital raising.” Mr McCann said.

ENDS

For further information please contact:

Sally Cameron Lend Lease Corporation Tel: 02 9236 6464

Lend Lease Corporation Limited ABN 32 000 226 228 and

Lend Lease Responsible Entity Limited ABN 72 122 883 185 AFS Licence 308983 as responsible entity for Lend Lease Trust ABN 39 944 184 773 ARSN 128 052 595

Level 4, 30 The Bond 30 Hickson Road Millers Point NSW 2000 Australia

Telephone +61 2 9236 6111 Facsimile +61 2 9252 2192 www.lendlease.com

Institutional Offer Completion Announcement dated 1 March 2010

ASX Announcements continued

Not for distribution in the United States or to US Persons

ASX Announcement

Lend Lease completes institutional part of Raising

1 March 2010

Lend Lease is pleased to announce the successful completion of the institutional component of its fully underwritten A$806 million equity raising to be undertaken through a pro-rata renounceable entitlement offer (“Entitlement Offer”). The equity raising was announced on Thursday, 25 February 2010.

The institutional component of the Entitlement Offer (“Institutional Entitlement Offer”) received strong support from eligible institutional securityholders and raised approximately A$434 million. Eligible institutional securityholders subscribed for over 87% of their entitlements available under the Institutional Entitlement Offer. The new securities associated with the renounced institutional entitlements will be sold as part of the shortfall bookbuild which is discussed below.

Lend Lease Group CEO and Managing Director, Steve McCann said, “The high degree of take-up by our existing institutional investors demonstrates the strong support for the Group’s growth plans. Recent project wins, acquisitions and the capital raising significantly enhance the strategic position of the Group”.

The new securities to be issued as part of the Institutional Entitlement Offer and the early acceptance of applications under the retail component of the Entitlement Offer (“Retail Entitlement Offer”) will be allotted on Monday, 15 March 2010. The new securities will rank equally with existing Lend Lease securities, but will not be entitled to the current interim distribution of 20 cents per security.

Retail Entitlement Offer and Shortfall Bookbuild

The Retail Entitlement Offer, which will raise approximately A$305 million, will open on Wednesday, 3 March 2010 and will close at 5pm (AEDT) on Wednesday, 24 March 2010. Eligible retail securityholders will have the opportunity to participate at the same offer price (A$7.70) and offer ratio (5 new securities for every 22 existing Lend Lease securities) as eligible institutional securityholders under the Institutional Entitlement Offer.

The Record Date for the Retail Entitlement Offer is Tuesday, 2 March 2010 (7pm AEDT).

Renounced and ineligible entitlements from the Institutional Entitlement Offer[1] and the Retail Entitlement Offer will be sold via a shortfall bookbuild, which will be conducted on Monday,

1 The exact number of entitlements renounced by eligible institutional securityholders, and attributable to ineligible institutional securityholders, will be finalised following a reconciliation process between now and institutional allotment on 15 March 2010.

Lend Lease Corporation Limited ABN 32 000 226 228 and

Lend Lease Responsible Entity Limited ABN 72 122 883 185 AFS Licence 308983 as responsible entity for Lend Lease Trust ABN 39 944 184 773 ARSN 128 052 595

Level 4, 30 The Bond Telephone +61 2 9236 6111 30 Hickson Road Facsimile +61 2 9252 2192 Millers Point NSW 2000 www.lendlease.com Australia

Retail Entitlement Offer Lend Lease

Not for distribution in the United States or to US Persons

29 March 2010. Any proceeds in excess of the offer price of A$7.70 per new security will be returned to renouncing and ineligible securityholders.

Eligible retail securityholders wishing to participate in the Retail Entitlement Offer should carefully read the Retail Entitlement Offer Booklet and personalised Entitlement and Acceptance Form which is expected to be mailed to eligible retail securityholders by Thursday, 4 March 2010.

There will not be any rights trading on ASX. Lend Lease securities are expected to resume trading on ASX today.

Securityholders who have questions regarding the Entitlement Offer should phone the Lend Lease Entitlement Offer Information Line on 1300 159 378 (within Australia) or +61 3 9415 4239 (outside Australia) any time between 8.30am and 5pm (AEDT), Monday to Friday during the Entitlement Offer Period, or go to the Lend Lease website at www.lendlease.com.au.

ENDS

For further information lease contact:

Investor enquiries: Sally Cameron Group Executive Investor Relations Ph: +61 2 9236 6464

Media enquiries: Rachel Mornington-West Media & Communications Manager Ph: +61 2 9277 2525

Important Notice

This release does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the U.S. Securities Act of 1933 ("U.S. Securities Act”)) (“U.S. Persons”). The securities to be issued in the equity raising have not been and will not be registered under the U.S. Securities Act. Securities may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons, unless the securities have been registered under the U.S. Securities Act, or in a transaction exempt from, or not subject to, the registration requirements of the U.S. Securities Act.

Lend Lease Corporation Limited ABN 32 000 226 228

and Lend Lease Responsible Entity Limited ABN 72 122 883 185 AFS Licence 308983 as responsible entity for Lend Lease Trust ABN 39 944 184 773 ARSN 128 052 595

Level 4, 30 The Bond 30 Hickson Road Millers Point NSW 2000 Australia

Telephone +61 2 9236 6111 Facsimile +61 2 9252 2192 www.lendlease.com

Additional information

Retail Entitlement Offer Lend Lease

This Booklet and the accompanying information (“Information”) have been prepared by Lend Lease. No party other than Lend Lease has authorised or caused the issue of this Information, or takes any responsibility for, or makes, any statements, representations or undertakings in this Information.

1 Offering presentation

This Information relates to a renounceable Entitlement Offer of Lend Lease stapled securities. Lend Lease has applied for the grant by the Australian Securities Exchange (“ASX”) of official quotation of the New Securities. It is expected that normal trading on ASX will commence in relation to New Securities issued under the Retail Entitlement Offer on Monday, 15 March 2010 for applications received by the Early Retail Closing Date, and Thursday, 8 April 2010 for remaining applications received by the Final Retail Closing Date. Once issued, the New Securities will also be quoted on the New Zealand Exchange (“NZX”).

Lend Lease will have no responsibility and disclaims all liability (to the maximum extent permitted by law, including for negligence) to persons who trade New Securities before the New Securities are listed on the official list of ASX or before they receive their confirmation of issue. Neither ASX Limited nor NZX Limited accepts any responsibility for any statement in this Information.

2 No Entitlements trading

Entitlements will not be tradeable on ASX, NZX or any other exchange, nor can they be privately transferred. However, you may receive payment for your renounced Entitlements, as described in Section 2 under the heading “How to apply” in this Booklet. No assurance can be given that you will receive any proceeds from the sale of Entitlements you do not take up. Furthermore, you cannot, in most circumstances, withdraw the application once it has been accepted.

3 Eligible Retail Securityholders

This Information contains an offer of New Securities to Eligible Retail Securityholders in Australia and New Zealand and has been prepared in accordance with sections 708AA and 1012DAA of the Corporations Act as modified by Australian Securities & Investments Commission (“ASIC”) Class Order 08/35.

Those holders of stapled securities who:

are registered as a holder of stapled securities as at 7.00pm (AEDT) on the Record Date, Tuesday, 2 March 2010;
have a registered address in Australia or New Zealand;
are not in the United States and are not “U.S. Persons” (as defined under Regulation S under the United States Securities Act of 1933 (Securities Act) (“U.S. Persons”)) or acting for the account or benefit of a U.S. Person;
are not an institutional securityholder (whether or not eligible to participate under the Institutional Entitlement Offer); and
are eligible under all applicable securities laws to receive an offer under the Retail Entitlement Offer,
are “Eligible Retail Securityholders”.

Retail Securityholders who do not satisfy these criteria are “Ineligible Retail Securityholders”. As detailed in Section 2 of “How to apply”, Entitlements which would have been otherwise offered to Ineligible Retail Securityholders if they had been entitled to participate in the Retail Entitlement Offer, will be offered for subscription to selected institutional investors via the Shortfall Bookbuild to be conducted on Monday, 29 March 2010. Any proceeds of sale with respect to these Entitlements realised through the Shortfall Bookbuild over the Offer Price of $7.70 per New Security (net of any withholdings required by law) will be returned to Ineligible Retail Securityholders. However, as detailed in Section 2 of “How to apply”, no assurance can be given as to the price that will be achieved under the Shortfall Bookbuild for the sale of New Securities. There is also no guarantee that any proceeds will be realised from the sale of Entitlements that would otherwise have been offered to Ineligible Retail Securityholders.

Lend Lease will also extend the Retail Entitlement Offer to any Australian or New Zealand institutional securityholders who do not receive an offer to participate in the institutional component of the Entitlement Offer and may in its absolute discretion extend the Retail Entitlement Offer to institutions in foreign jurisdictions (subject to compliance with applicable laws).

Persons acting as nominees for other persons must not take up any entitlements on behalf of, or send any documents related to the Retail Entitlement Offer to, any person in the United States or any person that is, or is acting for the account or benefit of, a U.S. Person.

4 Not investment advice

The Entitlement Offer to which this Information relates complies with the requirements of sections 708AA and 1012DAA of the Corporations Act as modified by ASIC Class Order 08/35. The Information is not a prospectus, product disclosure statement, disclosure document or other offering document under Australian law (or any other law) and has not been lodged with ASIC. It is also not financial product advice and has been prepared without taking into account your investment objectives, financial circumstances or particular needs.

The Information does not purport to contain all the information that you may require to evaluate a possible application for New Securities, nor does it contain all the information which would be required in a prospectus or product disclosure statement prepared in accordance with the requirements of the Corporations Act. It should be read in conjunction with Lend Lease’s other periodic statements and continuous disclosure announcements lodged with ASX, which are available at www.asx.com.au. This Information does not take into account the investment objectives, financial situation or needs of you or any particular investor. You should conduct your own independent review, investigation and analysis of Lend Lease stapled securities the subject of the Entitlement Offer. You should obtain any professional advice you require to evaluate the merits and risks of an investment in Lend Lease before making any investment decision based on your investment objectives.

Additional information continued

5 Foreign jurisdictions

This Information does not constitute an offer in any jurisdiction in which, or to any person to whom, it would not be lawful to make such an offer, and no action has been taken to register stapled securities of Lend Lease or otherwise permit a public offering of the stapled securities in any jurisdiction outside of Australia and New Zealand. Return of the personalised Entitlement and Acceptance Form or your BPAY[®] payment shall be taken by Lend Lease to constitute a representation by you that there has been no breach of any such laws.

Lend Lease is not required to determine whether or not any registered holder is acting as a nominee or the identity or residence of any beneficial owners of stapled securities. Where any holder is acting as a nominee for a foreign person, that holder, in dealing with its beneficiary, will need to assess whether indirect participation by the beneficiary in the Retail Entitlement Offer is compatible with applicable foreign laws. Eligible Retail Securityholders who are nominees, trustees or custodians are therefore advised to seek independent advice as to how to proceed.

This document does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States or to, or for the account or benefit of, any U.S. Person. New Securities may not be offered or sold in the United States or to, or for the account or benefit of, U.S. Persons absent registration or an exemption from registration under the U.S. Securities Act. The New Securities to be offered and sold in the Entitlement Offer have not been and will not be registered under the U.S. Securities Act, or under the securities laws of any state or other jurisdiction of the United States and, accordingly, the New Securities are only being offered and sold to persons that are not U.S. Persons or acting for the account or benefit of U.S. Persons, in “offshore transactions” within the meaning of Regulation S under the U.S. Securities Act and in compliance therewith.

Any U.S. Person or any person that is or is acting for the account or benefit of a U.S. Person with a holding through a nominee may not participate in the Retail Entitlement Offer and the nominee must not take up any Entitlement or send any materials into the United States or to any person it knows to be a U.S. Person.

The distribution of this document outside Australia and New Zealand may be restricted by law. In particular, this document or any copy of it must not be taken into or distributed or released in the United States or distributed or released to any U.S. Person or to any person acting for the account or benefit of a U.S. Person. Persons who come into possession of this document should seek advice on and observe any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws.

The New Securities are not being offered or sold to the public within New Zealand other than to existing holders of Lend Lease stapled securities with registered addresses in New Zealand at the time of this offer and in reliance on the Securities Act (Overseas Companies) Exemption Notice 2002 (New Zealand). This document has not been registered, filed with or approved by any New Zealand regulatory authority under the Securities Act 1978 (New Zealand). This document is not an investment statement or prospectus under New Zealand law and is not required to, and may not, contain all the information that an investment statement or prospectus under New Zealand law is required to contain.

6 Taxation

The following summary has been provided by Greenwoods & Freehills Pty Limited.

This summary sets out the Australian tax implications of the Entitlement Offer for Eligible Retail Securityholders who hold their Lend Lease stapled securities on capital account.

The summary does not, therefore, apply to Eligible Retail Securityholders who hold their Lend Lease stapled securities as assets used in carrying on a business of share trading, banking or insurance, those who hold their Lend Lease stapled securities as trading stock or those who have acquired their Lend Lease stapled securities for a profit-making purpose. Also, the summary does not apply to Eligible Retail Securityholders who acquire Entitlements pursuant to any employee plan.

The summary does not take account of the circumstances of any particular Eligible Retail Securityholder. Eligible Retail Securityholders should seek specific advice applicable to their own particular circumstances.

The summary is based on the law in effect as at the date of this Information.

Australian tax considerations

a. Granting of Entitlements

The market value of the Entitlements at the time of grant will not be included in the assessable income of an Eligible Retail Securityholder.

b. Sale of Entitlements

There is no opportunity for Eligible Retail Securityholders to sell their Entitlements.

c. Expiration of Entitlements

There is more than one view on the character of the proceeds received as a result of subscriptions procured by the underwriters to the issue by an Eligible Retail Securityholder who allows their Entitlements to expire.

The Commissioner of Taxation has expressed the view that any proceeds received by an Eligible Retail Securityholder in these circumstances are to be treated as an unfranked dividend (refer to the Taxpayer Alert (TA2009/11) and related Australian Taxation Office website Fact Sheet issued on 19 May 2009). On that basis an Eligible Retail Securityholder in receipt of such proceeds would be treated as having received an unfranked dividend (without the benefit of any tax offsets under the dividend imputation rules).

Retail Entitlement Offer Lend Lease

The Commissioner has also stated that the receipt of such proceeds should not be treated as a capital gain for tax purposes, such that the capital gains tax discount does not apply. It is not clear whether the position adopted by the Commissioner is correct at law. Nevertheless, the Commissioner has stated that taxpayers in receipt of such proceeds should treat the proceeds as an unfranked dividend.

Lend Lease intends to treat the payments as unfranked dividends for the purposes of determining whether to deduct applicable withholding taxes (including for those Eligible Retail Securityholders who have not provided to Lend Lease a tax file number). In the case of Eligible Retail Securityholders resident in New Zealand, Lend Lease will deduct Australian dividend withholding tax at a rate of 15%.

Eligible Retail Securityholders who allow their Entitlements to expire and receive proceeds as a result of subscriptions procured by the underwriters to the issue are strongly advised to obtain professional advice on the taxation of such proceeds.

d. Exercising Entitlements

No capital gains tax liability will arise on the exercise of Entitlements. Eligible Retail Securityholders who exercise some or all of their Entitlements and subscribe for New Securities will acquire those New Securities with a cost base for capital gains tax purposes equal to the Application Monies plus any non-deductible incidental costs they incur in acquiring those New Securities. The New Securities will be taken to have been acquired on the day on which the Entitlements are exercised.

e. New Securities

Eligible Retail Securityholders who exercise some or all of their Entitlements will acquire New Securities. New Securities will not participate in the interim distribution of 20 cents per Security payable on Wednesday, 31 March 2010. Any future dividends or other distributions received in respect of those New Securities will be subject to the same taxation treatment as dividends or other distributions received on existing Lend Lease stapled securities held in the same circumstances.

On any future disposal of New Securities:

Eligible Retail Securityholders that are Australian residents may make a capital gain or capital loss, depending on whether the capital proceeds of that disposal are more than the cost base or less than the reduced cost base of the New Securities. New Securities will be treated for the purposes of the capital gains tax discount as having been acquired when the Eligible Retail Securityholder exercised the Entitlements entitling the Eligible Retail Securityholder to subscribe for them. Accordingly, in order to benefit from the CGT discount in respect of a disposal of those New Securities, they must have been held for at least 12 months after the date of exercise before the disposal occurs; and
Eligible Retail Securityholders that are New Zealand residents should not be subject to Australian capital gains tax on that disposal.

f. Goods and Services Tax

No Australian Goods and Services Tax (“GST”) is payable in respect of the grant of the Entitlements or the acquisition of New Securities, nor is any Australian GST payable in respect of the receipt of any payment as a result of allowing Entitlements to expire.

7 Governing law

This Information, the Offer and the contracts formed on acceptance of the personalised Entitlement and Acceptance Forms are governed by the law applicable in New South Wales, Australia. Each securityholder who applies for New Securities submits to the jurisdiction of the courts of New South Wales, Australia.

8 Financial data

All dollar values in this Information are in Australian dollars (A$) unless otherwise stated. The pro forma historical financial information included in this Information does not purport to be in compliance with Article 11 of Regulation S-X of the rules and regulations of the U.S. Securities and Exchange Commission.

9 Underwriting

Lend Lease has entered into an underwriting agreement with Merrill Lynch International (Australia) Limited and RBS Equity Capital Markets (Australia) Limited (the “Underwriters”), under which the Underwriters have agreed to fully underwrite the Entitlement Offer. As is customary with these types of arrangements:

Lend Lease has indemnified the Underwriters and their directors, officers, employees, agents and advisers against losses in connection with the Entitlement Offer; and
The Underwriters may terminate the underwriting agreement and be released from their obligations on the happening of certain events, including if:
Lend Lease stapled securities are suspended from trading on, or cease to be quoted on, ASX (which does not include the trading halt for the purposes of the Institutional Entitlement Offer);
There is a delay in the timetable of 2 or more Business Days;
There are materially adverse market movements, or material disruptions in financial markets which are likely to have a material adverse effect on the success or settlement of the Entitlement Offer or the Offer Price; or
There is a material adverse change in the financial position or performance, profits, losses, assets, liabilities or prospects of the Issuers.

The Underwriters will be remunerated by Lend Lease for providing these services at market rates and will be reimbursed for certain of their expenses.

10 Rounding of Entitlements

Where fractions arise in the calculation of Entitlements, they will be rounded up to the next whole number of New Securities.

Eligible Retail Securityholders that are New Zealand residents at the time of a future disposal of New Securities that have, together with associates, held more than 10% of Lend Lease’s stapled securities should obtain their own tax advice at that time.

Additional 11 Forward looking statements and information future performance continued Statements, including projections, guidance on

Statements, including projections, guidance on future earnings and estimates, are provided as a general guide only and should not be relied upon as an indication or guarantee of future performance. This Booklet contains certain “forward looking statements”. Forward looking statements can generally be identified by the use of forward looking words such as “anticipate”, “believe”, “expect”, “project”, “forecast”, “estimate”, “likely”, “intend”, “should”, “will”, “could”, “may”, “target”, “plan” and other similar expressions. Indications of, and guidance or outlook on, future earnings, distributions or financial position or performance are also forward looking statements.

The forward looking statements contained in this Booklet involve known and unknown risks and uncertainties and other factors, many of which are beyond the control of Lend Lease, and may involve significant elements of subjective judgement and assumptions as to future events which may or may not be correct. Forward looking statements may also be based on estimates and assumptions with respect to future business decisions, which are subject to change. Actual results, performance or achievements may vary materially for many projections because events and actual circumstances frequently do not occur as forecast and these differences may be material. Forward looking statements are not guarantees of future performance.

12 Past performance

Past performance information given in this Information is provided for illustrative purposes only and should not be relied upon as (and is not) an indication of future performance. The historical information in this Information is, or is based upon, information that has been released to the market. For further information, please see past announcements released to ASX.

13 Disclaimer of representations

No person is authorised to give any information, or to make any representation, in connection with the Retail Entitlement Offer that is not contained in this Information.

Any information or representation that is not in this Information may not be relied on as having been authorised by Lend Lease, or its related bodies corporate, in connection with the Retail Entitlement Offer.

Except as required by law, and only to the extent so required, none of Lend Lease, or any other person, warrants or guarantees the future performance of Lend Lease or any return on any investment made pursuant to this Information.

14 Stamp duty

No stamp duty is payable in respect of the grant of the Entitlements or the acquisition of New Securities, nor is any stamp duty payable in respect of the receipt of any payment as a result of allowing Entitlements to expire.

These statements may assume the success of Lend Lease’s business strategies. The success of any of these strategies is subject to uncertainties and contingencies beyond Lend Lease’s control, including uncertainties described in the risk factors set out in Appendix A “Key Investment Risks” to the Equity Raising Presentation included herein, and no assurance can be given that any of the strategies will be effective or that the anticipated benefits from the strategies will be realised in the period for which the forward looking statements may have been prepared or otherwise. Readers are cautioned not to place undue reliance on forward looking statements and Lend Lease assumes no obligation to update or revise such information to reflect any change in expectations or assumptions. The inclusion of the forward looking statements in this Booklet should not be regarded as a representation, warranty or guarantee with respect to its accuracy or the accuracy of the underlying assumptions or that Lend Lease will achieve, or is likely to achieve, any particular results.

An investment in Lend Lease stapled securities is subject to investment and other known and unknown risks, some of which are beyond the control of Lend Lease, including possible delays in repayment and loss of income and principal invested. Lend Lease does not guarantee any particular rate of return or the performance of Lend Lease, nor does it guarantee the repayment of capital from Lend Lease or any particular tax treatment. You should also have regard to the key risk factors set out in Appendix A “Key Investment Risks” to the Equity Raising Presentation included herein.

Retail Entitlement Offer Lend Lease

This page has been left blank intentionally.

Retail Entitlement Offer Lend Lease

Registered Office

Corporate directory

Lend Lease Group Level 4, 30 The Bond 30 Hickson Road Millers Point NSW 2000 Australia

Securities Registry

Computershare Investor Services Pty Limited GPO Box 505 Melbourne VIC 3001 Tel (within Australia): 1300 159 378 Tel (outside Australia): + 61 3 9415 4239

Website

www.lendlease.com.au

Lend Lease Entitlement Offer Information Line

Australia 1300 159 378 International +61 3 9415 4239

Open 8.30am to 5.00pm (AEDT) Monday to Friday during the Retail Entitlement Offer period

Stock Exchange Listing

The Company’s stapled securities are listed on the Australian Securities Exchange (code “LLC”) and the New Zealand Exchange (code “LLC”)

==> picture [596 x 423] intentionally omitted <==

==> picture [92 x 33] intentionally omitted <==

==> picture [206 x 79] intentionally omitted <==

Please return completed form to: Computershare Investor Services Pty Limited GPO Box 505 Melbourne VIC 3001 Australia Enquiries (within Australia) 1300 159 378 (outside Australia) 61 3 9415 4239

www.lendlease.com.au

000001 000 1301011221012102012221332120133322113 SAM MR JOHN SMITH 1 FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

SAM Securityholder Reference Number (SRN) MR JOHN SMITH 1 FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE

SAMPLEVILLE VIC 3030 I1234567890 i 1234567890 I N D Use a black pen.

Print in CAPITAL letters A B C 1 2 3 A For your security keep your SRN/HIN confidential. inside the grey areas. New Lend Lease Group stapled securities at A$7.70 per New Security RETAIL ENTITLEMENT OFFER CLOSES ON 24 MARCH 2010 AT 5.00PM (AEDT) A Securityholder Entitlement details • This is an important document which requires your immediate attention. If you are in any doubt as to how Subregister Issuer to deal with this Entitlement and Acceptance Form (“Form”), please consult your professional adviser. • Terms used in this Form have the meanings given in the Form and the Retail Entitlement Offer Booklet Entitlement Number XXX,XXX,XXX (collectively, the “Offer Documents”) dated 3 March 2010 (unless otherwise stated). You should read the Offer Documents carefully before completing this Form. Entitlement based on holding of LLC stapled securities at the Record Date • This Form relates to the renounceable Retail Entitlement Offer of 5 New Securities for every 22 existing LLC securities held at Record Date, stapled securities held by Eligible Retail Securityholders on the Record Date at the offer price of A$7.70 being 7.00pm (AEDT) on 2 March 2010 XXX,XXX,XXX per New Security. • You can pay by BPAY®. If you choose to pay by BPAY®, you do not need to return this Form. Please Entitlement to New Securities on a refer overleaf for details. 5 for 22 basis X,XXX,XXX.XX • This Form should not be relied upon as evidence of the current entitlement of the person named on This Form should not be relied upon as evidence of the current entitlement of the person named on Amount payable on full acceptance of

this Form. 123456789012 Entitlement at A$7.70 per New Security

This Form should not be relied upon as evidence of the current entitlement of the person named on This Form should not be relied upon as evidence of the current entitlement of the person named on this Form.
Your application is irrevocable and may not be changed or withdrawn, except as required by law.

• If you wish to be allotted New Securities on the Initial Allotment date, being Monday, 15 March 2010, you must either pay via BPAY® or submit this Form together with your payment by cheque, bank draft or money order, and cleared funds must be received by the Registry by no later than 5.00pm (AEDT) on the Early Retail Closing Date, being Thursday, 11 March 2010. If cleared funds are not received by this time, the Registry will retain your Application Monies and process your application as part of the Retail Entitlement Offer as though you submitted your payment after the Early Retail Closing Date. • Receipt of your payment (together with this Form if you are paying by cheque, bank draft or money order) will constitute acceptance of the terms and conditions of the Offer Documents. • If the amount you pay is insufficient to pay for the number of New Securities you apply for, you will be taken to have applied for such lower number of New Securities as that amount will pay for, or your application will be rejected.

If the amount you pay is more than the amount payable for your full Entitlement, you will be taken to have applied for your full Entitlement with excess proceeds refunded to you.

I/We enclose my/our payment for the amount shown below being payment of A$7.70 per New Security

PLEASE DETACH HERE

See back of form for completion guidelines

110177_V1

==> picture [528 x 208] intentionally omitted <==

----- Start of picture text -----

cheque(s) Paperclip Ent: X,XXX Pay: X,XXX Biller Code: 123456
Do not here. Please see overleaf for guidelines to complete this Form and Payment Ref No: 1234 5678 9012 3456 78
Options. If you are paying by cheque, bank draft or money order
staple.
please detach this section of the Form and return it with your cheque, bank draft or money order.
Number of New Securities applied for (being not
B
more than your Entitlement shown in box A) C Amount enclosed at A$7.70 per New Security
.
A$
Cheque Details: Make your cheque, bank draft or money order payable to “Lend Lease Entitlement Offer” and crossed “Not Negotiable”
D
Drawer Cheque number BSB number Account number Cheque amount
A$
E Contact Details
Please provide your contact details in case we need to speak to you about this Form
Name of contact person Contact person’s daytime telephone number
( )
----- End of picture text -----

1234567890123456+1234567890-1234+12

How to complete the Entitlement and Acceptance form

Please complete all relevant sections of this Form using BLOCK LETTERS in black ink. Note that photocopies will not be accepted. These instructions are cross-referenced to each section of this Form. This Form should only be used by/for the securityholder(s) whose details appear on the front of this Form.

(1) Payment by BPAY[® ]

A Securityholder Entitlement Details

You can pay by BPAY[®] by using the details set out at the bottom left of this page (under “Payment Options”). If your payment is being made by BPAY[®] you are not required to return this Form, and you will be deemed to have applied for such whole number of New Securities (if any) for which you have paid. It is your responsibility to ensure that funds submitted through BPAY[®] are received by 5.00pm (AEDT) on Thursday, 11 March 2010 if you wish to be included in the Initial Allotment, or otherwise by 5.00pm (AEDT) on Wednesday, 24 March 2010.

Details of your total Entitlement based on your holding of LLC stapled securities at 7.00pm (AEDT) on 2 March 2010 are shown in box A on the front of this Form.

New Securities Applied For

You can apply to accept either all or part of your Entitlement. Enter in box B the number of New Securities you wish to accept from your Entitlement.

(2) Payment by cheque, bank draft or money order

To apply for your Entitlement in full, write in box B the number of New Securities shown To apply for your Entitlement in full, write in box B the number of New Securities shown in box A as your Entitlement.

To apply for your Entitlement in full, write in box B the number of New Securities shown To apply for your Entitlement in full, write in box B the number of New Securities shown If you choose this payment method, your cheque, bank draft or money order must be made in

in box A as your Entitlement. Australian currency and drawn on an Australian branch of a financial institution. Such payment • To apply for part of your Entitlement only, write in box B the number of New Securities must be made payable to “Lend Lease Entitlement Offer” and crossed “Not Negotiable”. for which you wish to apply. Payments that are not properly drawn may be rejected. Complete the details in the boxes provided in section D. The total amount must agree with the amount shown in box C. You cannot apply for more New Securities than your total Entitlement as shown in box A. Please ensure you complete box B. Cheques will be processed on the day of receipt and as such, sufficient cleared funds must be held in your account as cheques returned unpaid may not be re-presented and may result in C Application Monies your Form being rejected. Paperclip (do not staple) your cheque, bank draft or money order to Enter the amount of Application Monies. To calculate the amount payable, multiply the the Form where indicated. Cash will not be accepted. Receipt of payment will not be forwarded. number of New Securities applied for by the offer price of A$7.70. Please ensure you complete box C. E Contact Details Enter the name of a contact person and telephone number. These details will only be used in D Payment Details the event that Computershare Investor Services Pty Limited (“Security Registry”) has a query regarding this Form. You can apply for New Securities utilising the payment options detailed below. For all payment options, payment must be received by no later than 5.00pm (AEDT) on 24 March 2010. Declaration • represent and warrant that the law of any other place does not prohibit you from being given the By submitting the Form along with your Application Monies or making a payment by BPAY[®] , you: Offer Documents or making an application on this Form or by payment by BPAY[®] ; • agree to be bound by the terms of the Entitlement Offer, including as set out in the Offer • represent, warrant and agree (for the benefit of Lend Lease Group, the underwriters and their Documents and the provisions of the constitutions of Lend Lease Corporation and Lend Lease respective affiliates) that you are not in the United States; Trust (together “Lend Lease Group”); • represent, warrant and agree that the New Securities have not, and will not be, registered under • agree to be bound by the terms and conditions of issue of the New Securities in accordance with the Securities Act or the securities laws of any state or other jurisdictions in the United States, the Offer Documents; or in any other jurisdiction outside Australia or New Zealand and accordingly, the New Securities • authorise us to register you as the securityholder(s) of the New Securities (if any) allotted to you; may not be offered, sold or otherwise transferred except in accordance with an available • declare that all details and statements in the Form are complete and accurate; exemption from, or in a transaction not subject to, the registration requirements of the Securities • Act and any other applicable laws;

declare that you are over 18 years of age and have full legal capacity and power to perform all your rights and obligations under this Form;
will be deemed to have given each of the representations and warranties contained in the Offer Documents including in particular those representations and warranties in section 10 under the heading “How to apply” of the Retail Entitlement Offer Booklet;
acknowledge that once Lend Lease Group receives your Form or payment by BPAY®, you may not withdraw it;
agree not to send this Form, the Offer Documents or any other material relating to the Entitlement Offer to any person in the United States or that is a U.S. Person, or that is acting for the account or benefit of a U.S. Person; and
agree to apply for, and be issued with, the number of New Securities that you apply for at the offer price of A$7.70;
authorise Lend Lease Group and its officers or agents to do anything on your behalf necessary for the New Securities to be issued to you, including to act on instructions of the Security Registry upon using the contact details set out in this Form;
agree that if in future you decide to sell or otherwise transfer your New Securities, in each case you will only do so in transactions on the ASX and NZX where neither you nor any person acting on your behalf knows, or has reason to know, that the sale has been pre-arranged with, or that the purchaser is, a person in the United States.
declare that you are an Australian or New Zealand resident at the Record Date; acknowledge that the information contained in the Offer Documents is not investment advice or a recommendation that New Securities are suitable for you, given your investment objectives, financial situation or particular needs;

If you have any enquiries concerning this Form or your Entitlement, please contact the Lend Lease Entitlement Offer Information Line on 1300 159 378 (within Australia) or +61 3 9415 4239 (outside Australia) between 8.30am and 5.00pm (AEDT) Monday to Friday.

Lodgement of Acceptance

If you wish to participate in the Initial Allotment of New Securities, cleared funds must be received by no later that 5.00pm (AEDT) on Thursday, 11 March 2010. Otherwise payment must be received by no later than 5.00pm (AEDT) on Wednesday, 24 March 2010. It is the responsibility of the applicant to ensure that funds submitted through BPAY[®] are received by this time. If you are paying by cheque, bank draft or money order a reply paid envelope is enclosed for Eligible Retail Securityholders in Australia. Eligible Retail Securityholders in New Zealand will need to affix the appropriate postage. Return the bottom section of this Form with the cheque, bank draft or money order attached.

Neither the Security Registry nor Lend Lease Group accepts any responsibility if you lodge this Form at any other address or by any other means.

This Form will not be processed if received via facsimile to the Security Registry. Only hardcopy Forms will be accepted and processed.

CHESS holders must contact their Controlling participant to notify a change of address.

Payment Options:

Biller Code: 123456 Ref No: 1234 5678 9012 3456 78

Telephone & Internet Banking – BPAY[®] Contact your bank, credit union or building society to make this payment from your cheque or savings account. For more information please refer to: www.bpay.com.au. You must check the processing cut off time for BPAY[®] transaction with your bank, credit union or building society as it may be earlier than the close of the Retail Entitlement Offer. It is the responsibility of the applicant to ensure funds submitted through BPAY[®] are received by the close of the Retail Entitlement Offer being 5.00pm (AEDT) on Wednesday, 24 March 2010.

==> picture [22 x 16] intentionally omitted <==

Cheque, bank draft or money order Made Payable to:

“Lend Lease Entitlement Offer” and crossed “Not Negotiable”

Mail to:

Lend Lease Entitlement Offer C/- Computershare Investor Services Pty Limited GPO Box 505 Melbourne VIC 3001 Australia

I1234567890 Entitlement Number:

SAMPLE CUSTOMER SAMPLE STREET SAMPLE STREET SAMPLE STREET SAMPLE STREET SAMPLETOWN TAS 7000

110177_V1

AI assistant

LENDLEASE GROUP — Capital/Financing Update 2010

65243_rns_2010-03-02_6134cc1d-1ea3-428c-b74c-8aac2a26800f.pdf

ASX Announcement

Retail Entitlement Offer Booklet

ENDS

Important Notice

Retail Entitlement Offer

3 March 2010

Dear Securityholder,

Equity raising

Details of your Entitlement

Retail Entitlement Offer Booklet

Further information

Enquiries

Website

How to apply

2

The Retail Entitlement Offer

Offer is renounceable

3 4

Read the enclosed information

Consider the Retail Entitlement Offer in light of your particular investment objectives and circumstances

6

What is my Entitlement?

What is the early acceptance opportunity?

7

Acceptance of the Entitlement Offer

Option 1 – Early acceptance by the Early Retail Closing Date

OR

Option 2 – Acceptance after the Early Retail Closing Date but by the Final Retail Closing Date

OR

9

How to pay by BPAY[®]

How to pay by cheque, bank draft or money order

10 11

Warranties made on acceptance of the Retail Entitlement Offer

Refunds

Withdrawals

Confirmation of your application and managing your holding

ASX Announcements

Capital Raising to Fund Growth Entitlement Offer

Disclaimer

Summary information

Additional disclosures

Capital Raising and Rationale

Recent Project Wins Lend Lease has been successful in securing key projects

Identified Capital Opportunities Accelerating growth opportunities of Lend Lease

Impact on Balance Sheet

Offer Details

Single-bookbuild Accelerated Renounceable Entitlement Offer (SAREO)

Exchange rates

Defined benefit pension schemes

Conflicts of interest with joint venture partners

Appendix A. Key Investment Risks

Environment

Climate change and climatic conditions

Insurance

Accounting standards

Land values

OH&S

Appendix A. Key Investment Risks Specific Sector and Lend Lease Risks

Specific Sector and Lend Lease Risks

Interest rates/inflation

Development activity risk

Investment activity risk

Professional services risk

Construction activity risk

Counterparty/credit risk

World Trade Center (“WTC”) claims

EUROPEAN ECONOMIC AREA - GERMANY AND THE NETHERLANDS

FRANCE

HONG KONG

IRELAND

ITALY

JAPAN

NEW ZEALAND

SINGAPORE

UNITED STATES

Not for distribution in the United States or to US Persons

LENDLEASE GROUP Capital/Financing Update 2010