Sale of Grindlays to Standard Chartered

Australia and New Zealand Banking Group Limited

27 April 2000

Announcement key points Sale price of US$1.3 ($A2.2) billion in cash

In addition, ANZ receives dividends of $US0.5 (A$0.9) billion from Grindlays retained earnings

Sale (excluding dividends) equals 2.3 times book value and 14.2 times annualised first half 2000 earnings

Cooperation Agreement with Standard Chartered to service ANZ customers

Buyback of A$1 billion - one of the largest in Australia

ANZ to focus on growth in Australia, New Zealand and Asia Pacific, with increased emphasis on e-commerce

Strategy - what we said May ‘99 Re-balance business mix largely organically

Focus on four strategic businesses

– accelerate growth in personal

– build on strong position in corporate

– simplify and focus International on Asia and the Pacific

– build leading presence in e-commerce

Transform management process to ensure execution and delivery

Strategic logic Sale of Grindlays simplifies and focuses international in one move

Strategically attractive for both organisations

Advances strategic repositioning of International

– focus on Asia-Pacific

ANZ continues to service core customers

– cooperation agreement with Standard Chartered on trade finance, project finance and corporate advisory in Middle East and South Asia

– global businesses in FX, capital markets, trade and project finance

Rationale for Standard Chartered

– focus on emerging markets - now the leading international bank in the region

– synergies and growth opportunities

Country representations included in the Standard Chartered transaction

– Bangladesh, India, Sri Lanka, Nepal, Pakistan, UAE, Qatar, Bahrain, Iran, Jordan, Israel, Greece

– Grindlays Private Banking operations in London, Jersey, Switzerland

ANZ ongoing international presence

– 23 countries in Asia (11), Pacific (8), Europe (3) and America (1)

Transaction outcomes - countries

Key terms Sale price of US$1.3 (A$2.2) billion comprising

– Net Asset Value US$590 (A$990) million– Goodwill US$750 ($A1,250) million

Dividends of $US0.5 (A$0.9) billion from Grindlays retained earnings

Key price multiples (excluding dividend)– 2.3 times net asset value, 14.2 times annualised first half 2000 earnings

Final consideration subject to Net Asset Value at completion

Customary representations and warranties and indemnity regarding litigation matters including NHB

Completion expected by 3Q 2000 subject to regulatory approval

Buyback of A$1 billion - one of the largest in Australia

Turning point for banks?Turning point for banks?

Pressure to consolidate

Funds Management focus

Unprecedented change driven by new economy

• real risks for those who don’t change fast

• new ways of winning

ANZ - a relentless focus on value

Clear direction for ANZClear direction for ANZ

Core business portfolio repositioned, now strong

Disciplined management• value orientated• radical transformation to

release and build value • capital management

Renewed focus on growth and new economy

Appendix: Financial details Customers/Clients 870,000

Employees 5,400

Branches (inc. Grindlays Private Bank) 114

NPAT Year ended 30 September 1999 A$149 million

Half Year ended 31 March 2000 A$79 million

Assets* Total External Assets A$10 billion

Risk Weighted Assets A$8 billion

* As at 31 March 2000

Summary Good outcome for shareholders

Generates immediate value

Simplifies and focuses international in one move

“Win-Win” for both companies