Perpetual Limited — Share Issue/Capital Change 2002

Dec 10, 2002

Date:	11 December 2002		AUSTRALIAN STOCK EXCHANGE	Perpetual TrusteesAustralia LimitedABN 86 000 431 827
To:	The ManagerFax: 1300 300 021	Company AnnouncementsAustralian Stock Exchange Limited	PPT000978	39 Hunter Street SydneyGPO Box 4172Sydney NSW 2001AustraliaDX 365 SydneyTelephone 02 9229 9000Facsimile 02 9232 8936
From:	David Richards	Manager, Corporate Risk		BY FAX
Subject:	Perpetual Trustees Australia Limited Executive Option Plan- New Issue Announcement
Pages.	9	(including this cover page)

The information in this facsimile is intended for the recipient(s) only. It may contain privileged and confidential information and if you are not an intended recipient, you must not copy, distribute or take any action in reliance on it. If you have received this facsimile in error, please notify us immediately by collect telephone call on the number provided above and return the facsimile to the sender by mail. We will reimburse you for the postage.

We enclose suitably completed an Appendix 3B relating to the above matter.

The shares have been issued as a consequence of an application received from eligible participant to exercise their allocation in Perpetual Trustees Australia Limited Executive Option Plan.

The current PPT shares on issue and as disclosed in the appendix was arrived at in the following manner.

As per last Appendix 3B lodged 20 November 2002	37,683,56
Less on-market share purchased,settled and cancelled 20 November$2002 -$ today	(3,693)
As per enclosed	2,160

Total shares on issue 11 December 2002

37,682,030

37,683,563

David Richards Manager, Corporate Risk Direct Phone 02 9229 9084

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin. Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002.

Name of entity

Perpetual Trustees Australia Limited

ABN 86 000 431 827

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

+Class of +securities issued or to be $\mathbf{1}$ issued

Ordinary

• Number of "securities issued or to 2,160 $\overline{2}$ be issued (if known) or maximum number which may be issued
• Principal terms of the "securities (eg, 3 if options, exercise price and expiry date; if partly paid *securities, the amount outstanding and due dates payment; if convertible for securities, the conversion price and dates for conversion)

Exercise of option entitlement by eligible participant under Perpetual's Executive Option Plan

$+$ See chapter 19 for defined terms.

4	Do the "securities rank equally in allrespects from the date of allotmentwith an existing 'class of quoted*securities?	Yes
	If the additional securities do notrank equally, please state:the date from which they dowhichthey$\boldsymbol{\omega}$extenttheparticipate for the next dividend,ofmust.caseathe(indistribution) or interest paymentthe extent to which they do notrank equally, other than inrelation to the next dividend.distribution or interest payment
5	Issue price or consideration	2,160 options @ $21.84
6.	Purpose of the issue(If issued as consideration for theacquisition of assets, clearly identifythose assets)	To satisfy the exercise by participant of theirentitlement under Perpetual's Executive OptionPlan
7	Dates of entering 'securities intouncertificated holdings or despatchof certificates	11 December 2002
8	of all*classandNumber	*ClassNumberOrdinary37,682,030
	A S Xquoted$\alpha$*securities(including the securities in clause 2if applicable)

+ See chapter 19 for defined terms.

Number and tclass of all 9 *securities not quoted on ASX (including the securities in clause 2 if applicable)

Number	*Class
1,486,452	Ordinary

10 trust, distribution policy) on the increased capital (interests)

Dividend policy (in the case of a Rank pari passu with existing securities from date of allotment

Part 2 - Bonus issue or pro rata issue

• holder approval security $11$ Ĭs. required?
  • Is the issue renounceable or non- $12$ renounceable?
  • Ratio in which the "securities will 13 be offered
  • +Class of +securities to which the 14 offer relates
  • determine "Record date to 15 entitlements
  • Will holdings on different registers 16 (or subregisters) be aggregated for calculating entitlements?
  • Policy for deciding entitlements in 17 relation to fractions
  • Names of countries in which the 18 entity has *security holders who will not be sent new issue documents Note: Security holders must be told how their enudements are to be dealt with.

Cross reference: rule 7.7.

Closing date for receipt of 19 acceptances or renunciations

+ See chapter 19 for defined terms.

$\sim$

20	Names of any underwriters
21	Amount of any underwriting fee orcommission
22.	Names of any brokers to the issue
23	Fee or commission payable to thebroker to the issue
24	Amount of any handling fee payableto brokers who lodge acceptancesor renunciations on behalf of*security holders
25	If the issue is contingent on*security holders' approval, the dateof the meeting
26	Date entitlement and acceptanceform and prospectus or ProductDisclosure Statement will be sent topersons entitled
27	If the entity has issued options, andthe terms entitle option holders toparticipate on exercise, the date onwhich notices will be sent to optionholders
28	Date rights trading will begin (ifapplicable)
29	Date rights trading will end (ifapplicable)
30	How do *security holders sell theirin full through aentitlementsbroker?
31	How do "security holders sell partof their entitlements through abroker and accept for the balance?

+ See chapter 19 for defined terms.

How do "security holders dispose of 32 their entitlements (except by sale through a broker)?

33 "Despatch date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

Type of securities 34 (tick one) Securities described in Part 1 $\left( a\right)$ ᆬ All other securities $(b)$ Example: respicted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

(If the additional securities do not form a new class, go to 43)

Tick to indicate you are providing the information or documents

• If the "securities are "equity securities, the names of the 20 largest holders of the 35 additional "securities, and the number and percentage of additional "securities held by those holders
• If the "securities are "equity securities, a distribution schedule of the additional 36 "securities setting out the number of holders in the categories $1 - 1,000$ 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over A copy of any must deed for the additional "securities 37

(now go to 43)

+ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

• Number of securities for which 38 "quotation is sought
• Class of *securities for which 39 quotation is sought
• Do the "securities rank equally in all 40 respects from the date of allotment with an existing relass of quoted *securities?

If the additional securities do not rank equally, please state:

• the date from which they do
• the extent to which they $\bullet$ participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
• Reason for request for quotation 41 now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)

Number and "class of all "securities 42 quoted on ASX (including the securities in clause 38)

(now go to 43)

$+$ See chapter 19 for defined terms.

All entities

Fees

Payment method (tick one) 43

	Cheque attached
--	-----------------

steertome hearm mees
	(ote: Payment may be made electronically if Appendix 3B is given to ASX electronically at the same time

Periodic payment as agreed with the home branch has been arranged प्रि

Note: Arrangements can be made for employee incentive schemes that involve frequent issues of securities.

Ouotation agreement

• *Quotation of our additional *securities is in ASX's absolute discretion. ASX may $\mathbf{1}$ quote the "securities on any conditions it decides.
• We warrant the following to ASX. $\overline{2}$
  • The issue of the "securities to be quoted complies with the law and is not $\bullet$ for an illegal purpose.
  • There is no reason why those *securities should not be granted *quotation.
  • An offer of the +securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any *securities to be quoted and that no-one has any right to return any "securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the *securities be quoted.
• We warrant that if confirmation is required under section 1017F of the $\bullet$ Corporations Act in relation to the "securities to be quoted, it has been provided at the time that we request that the "securities be quoted.
• If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the *securities be quoted.

+ See chapter 19 for defined terms.

• We will indemnify ASX to the fullest extent permitted by law in respect of any 3 claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• We give ASX the information and documents required by this form. If any $\overline{4}$ information or document not available now, will give it to ASX before 'quotation of the *securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Date: 11 DE CAMBRO 20 (Director/Company secretary)

Print name:

Sign here:

David Richards

== == == == ==

+ See chapter 19 for defined terms.