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App3B-Employee share acq plan/share option & purchase plan

Document date:  Thu 24 May 2001
Published:  Thu 24 May 2001 17:08:04
Document No:  176942
Document part:  A
Market Flag:  N
Classification:  Appendix 3B


HOMEX - Melbourne                                                     

                             APPENDIX 3B
                        NEW ISSUE ANNOUNCEMENT


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,

Name of Entity
Australia And New Zealand Banking Group Limited

11 005 357 522

We (the entity) give ASX the following information.

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

1. Class of securities issued          Ordinary Shares
   or to be issued                                                  
2. Number of securities issued         2,398,390
   or to be issued (if known)                                       
   or maximum number which                                          
   may be issued                                                    

3. Principal terms of the securities   Fully paid shares
   (eg, 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)                                                  

4. Do the securities rank equally      Yes, pari passu with present
   in all respects from the date       ordinary shares except that the
   of allotment with an existing       73,000 partly paid shares paid
   class of quoted securities          up will not rank for the 2001
                                       Interim Dividend payable on

   If the additional securities                                     
   do not rank equally, please                                      
   * 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                                               

5. Issue price or consideration           18,938 shares at Nil 
                                       1,934,059 shares at $13.70 each
                                          15,000 shares at $10.34 each
                                          56,592 shares at $8.76 each
                                          53,000 shares at $10.11 each
                                         225,000 shares at $9.51 each
                                           5,000 shares at $11.26 each
                                           7,500 shares at $11.20 each
                                          10,301 shares at $11.45 each
                                          10,000 shares at $3.65 each
                                          15,000 shares at $4.94 each
                                          20,000 shares at $5.26 each
                                          10,000 shares at $4.50 each
                                           8,000 shares at $5.36 each
                                          10,000 shares at $5.10 each
                                       2,398,390 shares - Total

6. Purpose of the issue (if                                         
   issued as consideration for                                      
   the acquisition of assets,                                       
   clearly identify those                                           

1,952,997 shares issued to trustee to hold on trust for the beneficial
interest of employees under the ANZ Employee Share Acquisition Plan.

372,393 shares issued on exercise of options under the ANZ Share 
Option Plan.

73,000 partly paid shares on issue under the ANZ Share Purchase Scheme
have been paid up in full. Note: There are no longer any partly paid 
shares on issue.

7. Dates of entering securities        1,952,997 shares on 07/05/2001
   into uncertified holdings             100,000 shares on 14/05/2001
   or despatch of certificates           130,500 shares on 15/05/2001
                                           7,970 shares on 16/05/2001
                                         133,923 shares on 17/05/2001
                                          73,000 shares on 18/05/2001
                                      NUMBER  CLASS
8. Number and class of all     1,483,744,978  Ordinary fully paid
   securities quoted on                  Nil  Ordinary shares partly
   ASX (including the                         paid to 10 cents
   securities in clause            1,225,559  Options on issue paid to
   2 if applicable)                           1 cent
                                  22,523,508  Options on issue with no
                                              subscription paid
                                  64,016,000  1998 Redeemable 
                                              Preference Shares
                                  60,016,000  1998 Redeemable 
                                              Preference Shares
                                              (Series 2)

                                      NUMBER  CLASS
9. Number and class of all                                          
   securities not quoted                                            
   on ASX (including the                                            
   securities in clause 2                                           
   if applicable)                                                   

10.Dividend policy (in the case        Same as existing fully paid
   of a trust, distribution            ordinary shares
   policy) on the increased                                         
   capital (interests)                                              


Items 11 to 33 are Not Applicable

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

34. Type of securities (tick one)

    (a) x  Securities described in Part 1

    (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.    The names of the 20 largest holders of the additional 
         securities, and the number and percentage of 
         additional securities held by those holders

36.    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

37.    A copy of any trust deed for the additional securities
(now go to 43)

    Entities that have Ticked Box 34 (b)

    Items 38 to 42 are Not Applicable



43. Payment method (tick one)

       Cheque attached

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


1.  Quotation of our additional securities is in ASX's absolute 
    discretion. ASX may quote the securities on any conditions it 

2.  We warrant to ASX that the issue of the securities to be quoted
    complies with the law and is not for an illegal purpose, and that
    there is no reason why those securities should not be granted
    quotation. We warrant to ASX that an offer of the securities for
    sale within 12 months after their issue will not require
    disclosure under section 707(3) of the Corporations Law.

3.  We will indemnify ASX to the fullest extent permitted by law in
    respect of any claim, action or expense arising from or connected
    with any breach of the warranties in this agreement.

4.  We give ASX the information and documents required by this form.
    If any 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.

P J Mathews