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Supplementary Offering Circular - BHPWAI and RIOWAD

Document date:  Fri 15 Feb 2002
Published:  Mon 18 Feb 2002 08:42:25
Document No:  187139
Document part:  A
Market Flag:  N
Classification:  Structured Products Issuer Report


HOMEX - Melbourne                                                     

Australia and New Zealand Banking Group Ltd ABN 11 005 357 522 (ANZ) 
has made the following changes to the BHPWAI and RIOWAD Series of 
warrants (Warrants) effective 15 February 2002:

BHPWAI            Exercise Price (per Underlying Security): $12.00

RIOWAD            Exercise Price (per Underlying Security): $42.00

This is a Supplementary Offering Circular to the Offering Circular
dated 20 September as updated by Supplementary Offering Circulars
dated 22 October 2001, 14 November 2001, 4 December 2001 and 5
December 2001 issued by ANZ as Warrant Issuer and ANZ Securities
Limited ABN 16 004 997 111 (ANZ Securities) as Broker to the Issue
(Offering Circular). There were no holders of the Warrants other than
ANZ or its associates at the time of the change. No other term of the
Warrants was varied and no other part of the Offering Circular is

No other circumstance has arisen and no other information has become
available since the date of the Offering Circular that should
materially affect an investor's assessment of the risks, rights and
obligations associated with the Warrants or the capacity of the
Issuer to honour and to perform its obligations in respect of the

Copies of the Offering Circular may be obtained from ANZ Securities
by calling 1800 337 358.

This Supplementary Offering Circular is issued for the purposes of
the ASX Business Rules. Unless the context otherwise requires,
interpretation rules applying to the Offering Circular apply in this
Supplementary Offering Circular. This is not a disclosure document
registered or lodged under Part 6D of the Corporations Law and
Australian Stock Exchange Limited and Australian Securities and
Investments Commission take no responsibility for its contents.
Neither BHP Billiton Limited nor Rio Tinto Limited has had no
involvement in the preparation and issue of this Supplementary
Offering Circular. ANZ Securities engages in market making activities
in relation to the Warrants and is responsible for managing the
hedging strategies of its associate, ANZ. For these purposes, a
related body corporate beneficially owns all of the Warrants not held
by investors. The number of Warrants held necessarily fluctuates from
time to time. In managing the hedging strategies, ANZ Securities may
deal in shares the subject of Warrants or any derivative of those

Potential investors should always seek expert independent advice
relating to their own financial situation and objectives before
investing in warrants.