LENDLEASE GROUP — Major Shareholding Notification 2010

May 23, 2010

24-05-110 18:06 FROM-BEM

61396529448

BALANCED EQUITY MANAGEMENT

Balanced Equity Management Pty Limited: 35th Level 101 Collins Street Melbourne Victoria 3000 Telephone 03 9652 9400 Facsimile 03 9652 9448 Email beminfo@bem.com.au AFSL 247025 ABN 78 006 987 618

FACSIMILE

To:	Lend Lease Group
Attention:	William Hara, Company Secretary
Copy:	Companies Announcement Office, Australian Stock Exchange
From:	Andrew Sisson, Director, Balanced Equity Management Pty Limited
Date:	24 May 2010

Please find following a copy of a Form 604, Notice of Change of Interests of Substantial Holder. The original was posted to the company today.

l,

Yours sincerely,

$\sim$ $\hat{\theta}$

Andrew Sisson Director

604 page 1/2 13 March 2000

Form 604

Corporations Law Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	Lend Lease Group
ACN/ARSN		Lend Lease Corporation Limited 000 226 228, Lend Lease Trust 128 052 595

1. Details of substantial holder(1)

Name	Balanced Equity Management Pty Limited
ACN (if applicable)	006 987 613
There was a change in the interests of the substantial holder on	20,05,2010

$23/10/2009$

$23/10/2009$

2. Previous and present voting power

The previous notice was dated

The previous notice was given to the company on

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes l	Voting cower (5)
Ordinary Shares	33,712,157 7.32%		47,187,674 8.348

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change	Person whose relevant interest changed ~~~~	Nature of change (6)	Consideration given in relation to change (7) مستعمد	Class and number of securities affected	Person's votes affected
Refer	attached	Annexure 'A'
سيسب
		$\overline{\phantom{000000000000000000000000000000000000$

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant interest	Registered holder of securities ,,,,,,,,,,,,,,	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person's votes
Refer	attached	Annexure 'B'
				----

604 page 2/2 13 March 2000

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN (if applicable)	Nature of association
Not applicable	'Not applicable

6. Addresses

The addresses of persons named in this form are as follows:

			ستعت
Name	Address
Refer attached سحب	'Annexure 'C'	----
	. .

Signature

	print name Andrew Sisson	capacity Director
sign here	--- حمدا	date $24 / 5 / 2010$

DIRECTIONS

• If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an $(1)$ equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.
• See the definition of "associate" in section 9 of the Corporations Law. $(2)$
• See the definition of "relevant interest" in sections 608 and 6718(7) of the Corporations Law. $(3)$
• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
• $\left(6\right)$ include details of:
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document $\langle 2 \rangle$ setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
• any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to $\phi$ which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Law.

• Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled
  to receive in relation to that acquisition. Details m (7) any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
• if the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown". $(8)$
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$

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BALANCED EQUITY MANAGEMENT PTY LIMITED ACN 006 987 613

THIS IS PAGE ONE OF ANNEXURE A OF THREE PAGES REFERRED TO IN FORM 604 – NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER

	Person whose relevant		Consideration given in relation to change		Class and number of securities affected		Person's
Date of Change	interest	Nature of				Number of	votes affected
	changed	change	Cash	Non-cash	Class	securities
27-Oct-09	Balanced Equity Management Pty Limited	Acquired	411,461.25		Ordinary Shares	42,287	42,287
27-Oct-09	As above	Disposed	$-10,384.28$		Ordinary Shares	$-1,062$	$-1,062$
28-Oct-09	As above	Disposed	$-1,378,166.80$		Ordinary Shares	$-144,839$	-144,839
29-Oct-09	As above	Acquired	1,853,464.09		Ordinary Shares	200,000	200,000
01-Nov-09	As above	Disposed		-804,906.00	Ordinary Shares	$-87,300$	-87.300
02-Nov-09	As above	Disposed		$-37,167,664.00$	Ordinary Shares	$-4,031,200$	$-4,031,200$
11-Nov-09	As above	Disposed	$-243,780.55$		Ordinary Shares	$-25,000$	$-25,000$
12-Nov-09	As above	Acquired	248,789.94		Ordinary Shares	26,868	26,868
13-Nov-09	As above	Acquired	688,956.94		Ordinary Shares	74,726	74.726
17-Nov-09	As above	Acquired	79,831.51		Ordinary Shares	8,663	8,663
18-Nov-09	As above	Acquired	4,556,084.87		Ordinary Shares	495,000	495,000
24-Nov-09	As above	Disposed		$-1,334,090.16$	Ordinary Shares	$-142,531$	$-142.531$
25-Nov-09	As above	Acquired		117,248.00	Ordinary Shares	12,800	12,800
26-Nov-09	As above	Acquired	44,732.03		Ordinary Shares	5,031	5,031
26-Nov-09	As above	Acquired	1,941,801.91		Ordinary Shares	218,383	218,383
27-Nov-09	As above	Acquired	22,617.72		Ordinary Shares	2,600	2,600
27-Nov-09	As above	Acquired	109,591.57		Ordinary Shares	12,598	12,598
27-Nov-09	As above	Acquired	217,385.34		Ordinary Shares	25,000	25,000
27-Nov-09	As above	Acquired	2,397,661.31		Ordinary Shares	274,898	274,898
01-Dec-09	As above	Disposed	-494,833.21		Ordinary Shares	$-50,000$	-50,000
03-Dec-09	As above	Acquired	367,216.55		Ordinary Shares	39.122	39,122
04-Dec-09	As above	Acquired	464,425.51		Ordinary Shares	50,000	50,000
08-Dec-09	As above	Acquired	462,485.11		Ordinary Shares	50,000	50,000
09-Dec-09	As above	Disposed		$-2,263,635.00$	Ordinary Shares	$-242,100$	$-242,100$
10-Dec-09	As above	Acquired	691,685.51		Ordinary Shares	75,000	75,000
11-Dec-09	As above	Acquired	113,330.59		Ordinary Shares	12,300	12,300
16-Dec-09	As above	Acquired	34,144.63		Ordinary Shares	3,648	3,648
$22$ -Dec-09	As above	Acquired	878,403.29		Ordinary Shares	91,808	91,808
23-Dec-09	As above	Acquired	53,422.47		Ordinary Shares	5,503	5,503
23-Dec-09	As above	Acquired	215,514.99		Ordinary Shares	22,200	22,200
$11 - Jan-10$	As above	Acquired	842,851.87		Ordinary Shares	83,845	83,845
$13 - Jan - 10$	As above	Acquired	1,490,688.57 120,905.43		Ordinary Shares Ordinary Shares	150,000 12,100	150,000 12,100
$14$ -Jan- $10$ $14 - Jan - 10$	As above As above	Acquired Acquired	578,547.55		Ordinary Shares	57,900	57,900
$14 - Jan - 10$	As above	Acquired	900,201.41		Ordinary Shares	90,000	90,000
$14$ -Jan- $10$	As above	Acquired	1,383,601.22		Ordinary Shares	140,000	140,000

Note that all transactions in the 'Cash' column were made on a prescribed financial market. All transactions in the 'Non Cash' column were made at the request of a client by way of a share allocation or deallocation between BEM and the client, other than the transactions marked with an asterisk. The shares marked with an asterisk on 01-Mar-2010 were acquired via participation in the Feb-10 Accelerated Renounceable Entitlement Offer.

24/05/2010

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T

BALANCED EQUITY MANAGEMENT PTY LIMITED ACN 006 987 613

THIS IS PAGE TWO OF ANNEXURE A OF THREE PAGES REFERRED TO IN FORM 604 - NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER

	Person whose relevant		Consideration given in relation to change		Class and number of securities affected		Person's votes
Date of Change	interest changed	Nature of change	Cash	Non-cash	Class	Number of securities	affected
$14-Jan-10$	As above	Acquired	1,450,324.48		Ordinary Shares	145,000	145,000
$15$ -Jan- $10$	As above	Acquired	560,669.58		Ordinary Shares	57,833	57,833
$18$ -Jan- $10$	As above	Acquired	686,290.18		Ordinary Shares	71,801	71,801
$18 - Jan - 10$	As above	Disposed	$-200, 234.71$		Ordinary Shares	-20,897	$-20,897$
19-Jan-10	As above	Acquired	834,633.20		Ordinary Shares	88,042	88,042
19-Jan-10	As above	Acquired	4,834,282.84		Ordinary Shares	506,956	506,956
$20$ -Jan-10	As above	Disposed	-78,190.73		Ordinary Shares	$-7.918$	$-7,918$
28-Jan-10	As above	Acquired	135,963.42		Ordinary Shares	14,148	14,148
28-Jan-10	As above	Acquired	238,746.91		Ordinary Shares	25,000	25,000
28-Jan-10	As above	Acquired	1,001,141.19		Ordinary Shares	105,000	105,000
28-Jan-10	As above	Acquired	3,842,975.63		Ordinary Shares	403,420	403,420
29-Jan-10	As above	Acquired	2,857,935.84		Ordinary Shares	300,000	300,000
29-Jan-10	As above	Acquired	6,423,691.89		Ordinary Shares	676,587	676,587
$01-Feb-10$	As above	Acquired	465,430.84		Ordinary Shares	50,000	50,000
$01 - Feb - 10$	As above	Acquired	916,219.51		Ordinary Shares	97.875	97,875
$01 - Feb - 10$	As above	Acquired	939,908.77		Ordinary Shares	100,000	100,000
$02$ -Feb-10	As above	Acquired	13,913.05		Ordinary Shares	1,502	1,502
$02$ -Feb-10	As above	Acquired	73,177.49		Ordinary Shares	7,898	7,898
$02$ -Feb-10	As above	Acquired	2,615,257.85		Ordinary Shares	280,227	280,227
$03 - Feb - 10$	As above	Acquired	469,703.06		Ordinary Shares	50,000	50,000
$03 - Feb - 10$	As above	Acquired	1,408,852.84		Ordinary Shares Ordinary Shares	150,000 170,000	150,000 170,000
$03 - Feb - 10$	As above	Acquired	1,587.595.22 2,347,133.10		Ordinary Shares	250,000	250,000
$03 - Feb - 10$ $05$ -Feb- $10$	As above As above	Acquired Acquired	45,497.73		Ordinary Shares	5,000	5,000
08-Feb-10	As above	Acquired	3,202,589.91		Ordinary Shares	350,739	350,739
$09 - Feb - 10$	As above	Acquired	53,859.61		Ordinary Shares	5,893	5,893
09-Feb-10	As above	Acquired	1,376,689.90		Ordinary Shares	150,000	150,000
09-Feb-10	As above	Acquired	2,607,581.13		Ordinary Shares	285,300	285,300
$15$ -Feb- $10$	As above	Acquired	327,148.56		Ordinary Shares	36,000	36,000
17-Feb-10	As above	Acquired	1,645,803.32		Ordinary Shares	180,000	180,000
25-Feb-10	As above	Disposed	$-22,551.96$		Ordinary Shares	$-2,454$	$-2,454$
01-Mar-10	As above	*Acquired		59,471,673.80	Ordinary Shares	7,723,594	7,723,594
$01-Mar-10$	As above	*Acquired		3,188,493.00	Ordinary Shares	414,090	414,090
01-Mar-10	As above	Disposed	$-1,893,784.15$		Ordinary Shares	$-200,000$	-200,000
$01-Mar-10$	As above	Disposed	$-2,305,151.21$		Ordinary Shares	-250,000	-250,000
$01-Mar-10$	As above	Disposed	-4,646,645.99		Ordinary Shares	$-500,000$	-500,000
02-Mar-10	As above	Acquired	77,382.49		Ordinary Shares	8,500	8,500
02-Mar-10	As above	Disposed	-171,049.19		Ordinary Shares	-18,482	$-18,482$
04-Mar-10	As above	Acquired	428,949.93		Ordinary Shares	50,000	50,000
04-Mar-10	As above	Acquired	1,720,988.00		Ordinary Shares	200,000	200,000

Note that all transactions in the 'Cash' column were made on a prescribed financial market. All transactions in the 'Non Cash' column were made at the request of a client by way of a share allocation or deallocation between BEM and the client, other than the transactions marked with an asterisk. The shares marked with an asterisk on 01-Mar-2010 were acquired via participation in the Feb-10 Accelerated Renounceable Entitlement Offer.

$ACC$

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BALANCED EQUITY MANAGEMENT PTY LIMITED ACN 006 987 613

THIS IS PAGE THREE OF ANNEXURE A OF THREE PAGES REFERRED TO IN FORM 604 – NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER

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	Person whose relevant		Consideration given in relation to change		Class and number of securities affected		Person's
Date of Change	interest changed	Nature of change	Cash	Non-cash	Class	Number of securities	votes affected
04-Mar-10	As above	Acquired	3,242,052.42		Ordinary Shares	377,088	377,088
$10-Mar-10$	As above	Acquired	1,429,125.02		Ordinary Shares	170,000	170,000
10-Mar-10	As above	Acquired	1,691,835.77		Ordinary Shares	200,000	200,000
18-Mar-10	As above	Acquired	411,130.57		Ordinary Shares	47,400	47,400
24-Mar-10	As above	Disposed	$-579,541.41$		Ordinary Shares	$-66,100$	$-66,100$
25-Mar-10	As above	Acquired	348,620.73		Ordinary Shares	40,000	40,000
25-Mar-10	As above	Acquired	3,050,431.11		Ordinary Shares	350,000	350,000
26-Mar-10	As above	Acquired		4,701,840.00	Ordinary Shares	534,300	534,300
29-Mar-10	As above	Acquired	87,235.46		Ordinary Shares	10,000	10,000
29-Mar-10	As above	Acquired	1,743,608.87		Ordinary Shares	200,000	200,000
30-Mar-10	As above	Acquired	11,610,000.00		Ordinary Shares	1,350,000	1,350,000
30-Mar-10	As above	Disposed	$-8,667,250.36$		Ordinary Shares	-980,000	-980,000
$01-Apr-10$	As above	Acquired	69,549.84		Ordinary Shares	8,027	8,027
$01-Apr-10$	As above	Acquired	290,260.37		Ordinary Shares	33,500	33,500
$01-Apr-10$	As above	Acquired	333,419.31		Ordinary Shares	38,300	38,300
$01-Apr-10$	As above	Acquired	363,017.91		Ordinary Shares	41,700	41,700
$01-Apr-10$	As above	Acquired	870,546.57		Ordinary Shares	100,000	100,000
06-Apr-10	As above	Acquired	346,363.32		Ordinary Shares	40,000	40,000
06-Apr-10	As above	Acquired	1,436,401.76		Ordinary Shares	165,000	165,000
08-Apr-10	As above	Acquired	429,450.47		Ordinary Shares	50,000	50,000 200,000
$08-Apr-10$	As above	Acquired	1,729,030.00		Ordinary Shares Ordinary Shares	200,000 $-342,900$	-342,900
$14-Apr-10$	As above	Disposed	9,353.93	$-2,938,653.00$	Ordinary Shares	1,100	1,100
29-Apr-10 30-Apr-10	As above As above	Acquired Disposed	$-306,386.71$		Ordinary Shares	$-35,800$	$-35,800$
04-May-10	As above	Acquired	131,030.02		Ordinary Shares	15,500	15,500
$07-May-10$	As above	Acquired	57,238.93		Ordinary Shares	7,300	7,300
07-May-10	As above	Acquired	311,927.20		Ordinary Shares	40,000	40,000
07-May-10	As above	Acquired	726,856.07		Ordinary Shares	92,700	92,700
07-May-10	As above	Acquired	980,935.53		Ordinary Shares	125,000	125,000
$11$ -May- $10$	As above	Acquired	1,722,404.63		Ordinary Shares	220,000	220,000
$11-May-10$	As above	Acquired		2,736,585.00	Ordinary Shares	349,500	349,500
20-May-10	As above	Acquired	182,691.64		Ordinary Shares	25,000	25,000
20-May-10	As above	Acquired	4,066,211.10		Ordinary Shares	550,000	550,000

Note that all transactions in the 'Cash' column were made on a prescribed financial market. All transactions in the 'Non Cash' column were made at the request of a client by way of a share allocation or deallocation between BEM and the client, other than the transactions marked with an asterisk. The shares marked with an asterisk on 01-Mar-2010 were acquired via participation in the Feb-10 Accelerated Renounceable Entitlement Offer.

24/05/2010

Le $\subset$

BALANCED EQUITY MANAGEMENT PTY LIMITED ACN 006 987 613

THIS IS ANNEXURE B OF ONE PAGE

REFERRED TO IN FORM 604 - NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER

Holder of	Registered holder	Person entitled		Class and number of securities
relevant interest	of securities	to be registered as holder	Ordinary shares	Options over ordinary shares
Balanced Equity Management Pty Limited	National Nominees Limited	National Nominees Limited	14,949,900	0
As above	JP Morgan Nominees Australia Ltd	JP Morgan Nominees Australia Ltd	26,730,193	$\theta$
As above	Westpac Custodian Nominees Limited	Westpac Custodian Nominees Limited	5,507,581	0

24/05/2010

$AC$

BALANCED EQUITY MANAGEMENT PTY LIMITED ACN 006 987 613

THIS IS ANNEXURE C OF ONE PAGE

REFERRED TO IN FORM 604 - NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER

Name	Address
Balanced Equity	Level 35, 101 Collins Street, Melbourne, Victoria 3000
Management Pty Limited
National Nominees	Level 21, 500 Bourke Street, Melbourne Vic 3000
Limited
JP Morgan Nominees	Locked Bag 7, Royal Exchange NSW 1225
Australia Ltd
Westpac Custodian	Level 9, 50 Pitt Street, Sydney NSW 2000
Nominees Limited

24/05/2010

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