STOCKLAND — Major Shareholding Notification 2002

Nov 3, 2002

Corporations Law Section 671B

Notice of initial substantial holder

Company Name/Scheme $10$

Stockland Trust Group (SGP)

ACN/ARSN

ACN 092 897 348

1. Details of substantial holder(1)

Name	WESTPAC BANKING CORPORATION (WBC)
ACN/ARSN (if applicable)	007 457 141
The holder became a substantial holder on	31/10/2002

2. Details of voting power

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 on the date the substantial holder became a substantial holder are as follows:

__Class of securities	Number of securities	Person's votes $(5)$	Voting power $(6)$
___Units---	---51.060.4251,000	51.060.425	6.14%

Details of relevant interests $\overline{3}$ .

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
WBC & its Associates	WBC's relevant interest arisesas a result of the operation of	51,060,425 units
	sub-sections $608(3)$ and $608(8)$	Prior to completion on 31
	of the Corporations Act 2001	October 2002 PFGAH had a
	(Cth) following completion of	relevant interest in 10,230,942
	agreements to acquire 99.98%	units.
	of the issued share capital in
	Principal Financial Group
	(Australia) Holdings (PFGAH)
	and 100% of the issued share
	capital of BT Financial Group
	(NZ) Limited (BTFGNZ) by
	WHNZ by 31 October 2002 for
	consideration of approximately
	$900 m ("Agreements")

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of securities	Persons entitled to be registered asholder(8)	Class and number ofsecurities
WBC & its Associates	WBC & its Associates	Not applicable. Theregistered holder of theSecurities and the personentitled to be registered didnot change as a result of theAgreements.	51,060,425

Consideration $\mathbf{5}$

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant	Date of	Consideration (9)		Class and number of
interest	acquisition	Cash	Non-cash	securities
WBC & itsAssociates	31.10.2002	Not applicable. Noconsideration was payablefor SGP's securities (Seesection $3$ – Nature of	$\mathbf{r}$	51,060,425 units
		relevant interests)

Associates 6.

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
Westpac Banking Corporation (WBC)
(ACN 007 457 141)
Sagitta Wealth Management Limited (SWML)	Wholly owned subsidiary of WFSG
(ACN 000 727 659)
Westpac Financial Services Group Limited (WFSG)	Wholly owned subsidiary of WBC
(ACN 000 326 312)
Principal Financial Group (Australia) Holdings Pty	Wholly owned subsidiary of WFSG
Limited (PFGAH)
(ACN 087 480 331)
BT Australia Pty Limited	Wholly owned subsidiary of PFGAH
(ACN 000 700 247)
BT Wealth Management Pty Limited	Wholly owned subsidiary of PFGAH
(ACN 086 266 202)
Oniston Pty Limited	Wholly owned subsidiary of PFGAH
(ACN 003 435 407)
BT Funds Management Limited	Wholly owned subsidiary of PFGAH
(ACN 002 916 458)
BT Finance & Investments Pty Limited	Wholly owned subsidiary of PFGAH
(ACN 003 122 736)
BT Securities Limited	Wholly owned subsidiary of PFGAH
(ACN 000 720 114)
BT (Queensland) Pty Limited	Wholly owned subsidiary of PFGAH
(ACN 009 818 875)
BT Life Limited	Wholly owned subsidiary of PFGAH
(ACN 003 773 680)
Chifley Services Pty Limited	Wholly owned subsidiary of PFGAH
(ACN 059 377 356)
BT Portfolio Services Limited	Wholly owned subsidiary of PFGAH
(ACN 095 055 208)

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BT Nominees Pty Limited	Wholly owned subsidiary of PFGAH
(ACN 000 732 221)BT Finance Pty Limited	Wholly owned subsidiary of PFGAH
(ACN 000 826 719)BT Australia Corporate Services Pty Limited	Wholly owned subsidiary of PFGAH
(ACN 008 640 140)	Wholly owned subsidiary of WFSG
BT Financial Group (New Zealand)BT Funds Management (NZ) Limited	Wholly owned subsidiary of BTFGNZ

7. Addresses

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

Name	Address
Westpac Banking Corporation (WBC)	Level 25, 60 Martin Place, Sydney NSW 2000
Sagitta Wealth Management Limited (SWML)	Level 12, 1 O'Connell Street, Sydney NSW 2000
Westpac Financial Services Group Limited (WFSG)	Level 25, 60 Martin Place, Sydney NSW 2000Level 15, Chifley Tower, Sydney NSW 2000
$\overline{\text{PFGAH}}$ & its subsidiaries	Parkview, Level 16, 157 Liverpool Street, Sydney
Stockland Trust Group (SGP)	NSW 2000

Signature

print name fulle THORBURN capacity Secretary

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