Perpetual Limited — Share Issue/Capital Change 2002

Oct 31, 2002

+61-2-92328936

T-255 P.01/09 F-371

Date:	01 November 2002AUSTRALIAN STOCK EXCHANGE	Perpetual TrusteesAustralia LimitedABN 86 000 431 827
To:	The ManagerCompany AnnouncementsPPT000963Australian Stock Exchange LimitedFax: 1300 300 021	39 Hunter Street SydneyGPO Box 4172Sydney NSW 2001AustraliaDX 365 SydneyTelephone 0292299000
From:	David RichardsManager, Corporate Risk	Facsimile 02 9232 8936
Subject:	Perpetual Trustees Australia Limited Executive Option Plan- New Issue Announcement	BY FAX
Pages:	(including this cover page)9

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 applications received from eligible participants 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 04 October 2002	37,789,903
Less on-market share purchased,settled and cancelled 04 October 2002 - 31 October 02	(60, 990)
As per enclosed	3,650

Total shares on issue 31 October 2002

37,732,563

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 Armended 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).

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

Ordinary

• Number of +securities issued or to 3,650 $\overline{2}$ 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 for payment; if convertible securities, the conversion price and dates for conversion)

	Exercise of option entitlements by eligibleparticipants under Perperual'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 dowhichtheytheextent to٠participate for the next dividend,(intheоfcaseamıst.distribution) or interest payment
	the extent to which they do notrank equally, other than inrelation to the next dividend,distribution or interest payment
5	Issue price or consideration	2,122 options @ $20.661,528 options @ $21.84
6	Purpose of the issue	To satisfy the exercise by participants of their
	(If issued as consideration for theacquisition of assets, clearly identifythose assets)	underentitlementsOption Plan	Perpetual'sExecutive
7	Dates of entering "securities intouncertificated holdings or despatchof certificates	01 November 2002
		Number	*Class
8	Numberand*classofall*securitiesquoted$\mathbf{a}$ASX.(including the securities in clause 2if applicable)	37,732,563	Ordinary

$\mathbb{Z}^2$

$\sim$

$\hat{\boldsymbol{\beta}}$

+ See chapter 19 for defined terms.

	Number	-Class
and $\tau$ class of all 1,100,643Number*securities not quoted on ASX( including the securities in clause 2if applicable)		Ordinary

Dividend policy (in the case of a Rank pari passu with existing securities fromtrust, distribution policy) on the date of allotmentincreased capital (interests) $1010$

Part 2 - Bonus issue or pro rata issue

11	holderapprovalsecurityĬs.required?
12	Is the issue renounceable or non-renounceable?
13	Ratio in which the "securities willbe offered
14	*Class of *securities to which theoffer relates
15	determinedate"Recordto.entitlements
16	Will holdings on different registers(or subregisters) be aggregated forcalculating entitlements?
17	Policy for deciding entitlements inrelation to fractions
18	Names of countries in which theentity has "security holders whoissuewillnotnewbesentdocuments
	Note: Security holders must be told how theirentitlements are to be dealt with.
	Cross reference: rule 7.7
19	οfreceiptdatetorClosingacceptances or renunciations

+ See chapter 19 for defined terms.

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 acceptanceson behalf ofor renunciations"security holders
25	is contingent onIf the issue"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 theirentitlements in full through abroker?
31	How do "security holders sell partof their entitlements through abroker and accept for the balance?

$-$ See chapter 19 for defined terms.

$32$ How do *security holders dispose of 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

• 34 Type of securities (tick one)
• Securities described in Part 1 $\left( 2\right)$ ⊠
• $(b)$

All other securities

Example: restricted 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

• 35 If the "securities are "equity securities, the names of the 20 largest holders of the additional *securities, and the number and percentage of additional *securities held by those holders
• 36 If the *securities are *equity securities, a distribution schedule of the additional "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 trust deed for the additional *securities

$(now go to 43)$

37

+ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

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

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

• the date from which they do
• · the extent to which they 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
• 41 Reason for request for quotation now

Example: In the case of restricted securities, end of respiction 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)

Number__	+Class

$(now go to 43)$

+ See chapter 19 for defined terms.

All entities

Fees

43 Payment method (tick one)

	Cheque attached
	Electronic payment madeNote: Payment may be made electronically if Appendix 3B is given to ASX electronically at the same time.
X	Periodic payment as agreed with the home branch has been arrangedNote: Arrangements can be made for employee incentive schemes that involve frequent issues of securities

Quotation agreement

• $\mathbf{1}$ *Quotation of our additional "securities is in ASX's absolute discretion. ASX may quote the "securities on any conditions it decides.
• $\overline{2}$ We warrant the following to ASX.
  • The issue of the "securities to be quoted complies with the law and is not 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 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 $\overline{\mathbf{3}}$ 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: Index Sanz (Director/Company secretary)

Print name:

Sign here:

David Richards

+ See chapter 19 for defined terms.