Appendix 2A

This appendix is not available as an online form
Please fill in and submit as a PDF announcement +Rule 2.7
+ See chapter 19 for defined terms
31 January 2020 Page 1
Appendix 2A
Application for quotation of +securities
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.
If you are an entity incorporated outside Australia and you are seeking quotation of a new class of
+securities other than CDIs, you will need to obtain and provide an International Securities
Identification Number (ISIN) for that class. Further information on the requirement for the notification of
an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-
Australian issuers.
*Denotes minimum information required for first lodgement of this form, with exceptions provided in
specific notes for certain questions. The balance of the information, where applicable, must be
provided as soon as reasonably practicable by the entity.
Part 1 – Entity and announcement details
Question
no
Question Answer
1.1 *Name of entity
We (the entity here named) apply for
+quotation of the following +securities and
agree to the matters set out in
Appendix 2A of the ASX Listing Rules.
1

Australia and New Zealand Banking Group
Limited
1.2 *Registration type and number
Please supply your ABN, ARSN, ARBN, ACN or
another registration type and number (if you supply
another registration type, please specify both the type
of registration and the registration number).
ABN 11 005 357 522
1.3 *ASX issuer code ANZ
1.4 *This announcement is
Tick whichever is applicable.
☒ A new announcement
☐ An update/amendment to a previous
announcement
☐ A cancellation of a previous
announcement
1.4a *Reason for update
Mandatory only if “Update” ticked in Q1.4 above. A
reason must be provided for an update.

1.4b
*Date of previous announcement to this
update
Mandatory only if “Update” ticked in Q1.4 above.

1.4c *Reason for cancellation
Mandatory only if “Cancellation” ticked in Q1.4 above.

1.4d
*Date of previous announcement to this
cancellation
Mandatory only if “Cancellation” ticked in Q1.4 above.


1
Appendix 2A of the Listing Rules includes a warranty that an offer of the securities for sale within 12 months after their issue
will not require disclosure under section 707(3) or 1012C(6) of the Corporations Act. If the securities to be quoted have been
issued by way of a pro rata offer, to give this warranty, you will generally need to have lodged a cleansing notice with ASX
under section 708AA(2)(f) or 1012DAA(2)(f) of the Corporations Act within 24 hours before the securities are offered (see
ASIC Regulatory Guide 189 Disclosure relief for rights issues). If in doubt, please consult your legal adviser.

This appendix is not available as an online form Appendix 2A
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+ See chapter 19 for defined terms
31 January 2020 Page 2
1.5 *Date of this announcement 17 December 2020
Part 2 – Type of issue
Question
No.
Question Answer
2.1 *The +securities to be quoted are:
Select whichever item is applicable.
If you wish to apply for quotation of different types of
issues of securities, please complete a separate
Appendix 2A for each type of issue.
☒ Being issued as part of a transaction or
transactions previously announced to
the market in an Appendix 3B
☐ Being issued under a +dividend or
distribution plan
☐ Being issued as a result of options being
exercised or other +convertible
securities being converted
☐ Unquoted partly paid +securities that
have been paid up and are now quoted
fully paid +securities
☐ +Restricted securities where the escrow
period has expired or is about to expire
☐ +Securities previously issued under an
+employee incentive scheme where the
restrictions on transfer have ceased or
are about to cease
☐ +Securities issued under an +employee
incentive scheme that are not subject to
a restriction on transfer or that are to be
quoted notwithstanding there is a
restriction on transfer
☐ Other

2.2a.1
*Date of Appendix 3B notifying the market
of the proposed issue of +securities for
which quotation is now being sought
Answer this question if your response to Q2.1 is “Being
issued as part of a transaction or transactions
previously announced to the market in an Appendix
3B”
16 December 2020
2.2a.2
*Are there any further issues of +securities
yet to take place to complete the
transaction(s) referred to in the
Appendix 3B?
Answer this question if your response to Q2.1 is “Being
issued as part of a transaction or transactions
previously announced to the market in an Appendix
3B”.
No

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2.2a.2.1
*Please provide details of the further issues
of +securities yet to take place to complete
the transaction(s) referred to in the
Appendix 3B
Answer this question if your response to Q2.1 is “Being
issued as part of a transaction or transactions
previously announced to the market in an Appendix
3B” and your response to Q2.2a.2 is “Yes”.
Please provide details of the proposed dates and
number of securities for the further issues. This may
be the case, for example, if the Appendix 3B related to
an accelerated pro rata offer with an institutional
component being quoted on one date and a retail
component being quoted on a later date.

2.2b.1
*Date of Appendix 3A.1 lodged with ASX in
relation to the underlying +dividend or
distribution
Answer this question if your response to Q2.1 is “Being
issued under a dividend or distribution plan”.

2.2b.2
*Does the +dividend or distribution plan
meet the requirement of listing rule 7.2
exception 4 that it does not impose a limit
on participation?
Answer this question if your response to Q2.1 is “Being
issued under a dividend or distribution plan”.
Note: Exception 4 only applies where security holders
are able to elect to receive all of their dividend or
distribution as securities. For example, Exception 4
would not apply in the following circumstances: 1) The
entity has specified a dollar limit on the level of
participation e.g. security holders can only participate
to a maximum value of $x in respect of their
entitlement, or 2) The entity has specified a maximum
number of securities that can participate in the plan
e.g. security holders can only receive securities in lieu
of dividend payable for x number of securities.

2.2c.1
Please state the number and type of
options that were exercised or other
+convertible securities that were converted
(including their ASX security code)
Answer this question if your response to Q2.1 is “Being
issued as a result of options being exercised or other
convertible securities being converted”.

2.2c.2
And the date the options were exercised or
other +convertible securities were
converted
Answer this question if your response to Q2.1 is “Being
issued as a result of options being exercised or other
convertible securities being converted”.
Note: If this occurred over a range of dates, enter the
date the last of the options was exercised or
convertible securities was converted.

2.2d.1
Please state the number and type of partly
paid +securities (including their ASX
security code) that were fully paid up
Answer this question if your response to Q2.1 is
“Unquoted partly paid securities that have been paid
up and are now quoted fully paid securities”.

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+ See chapter 19 for defined terms
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2.2d.2
And the date the
+
securities were fully paid
up
Answer this question if your response to Q2.1 is
“Unquoted partly paid securities that have been paid
up and are now quoted fully paid securities”.
Note: If this occurred over a range of dates, enter the
date the last of the securities was fully paid up.

2.2e.1
Please state the number and type of
+restricted securities (including their ASX
security code) where the escrow period has
expired or is about to expire
Answer this question if your response to Q2.1 is
“Restricted securities where the escrow period has
expired or is about to expire”.

2.2e.2
And the date the escrow restrictions have
ceased or will cease
Answer this question if your response to Q2.1 is
“Restricted securities where the escrow period has
expired or is about to expire”.
Note: If this occurred over a range of dates, enter the
date the last of the escrow restrictions has ceased or
will cease.

2.2f.1
Please state the number and type of
+securities (including their ASX security
code) previously issued under the
+employee incentive scheme where the
restrictions on transfer have ceased or are
about to cease
Answer this question if your response to Q2.1 is
“Securities previously issued under an employee
incentive scheme where the restrictions on transfer
have ceased or are about to cease”.

2.2f.2
And the date the restrictions on transfer
have ceased or will cease:
Answer this question if your response to Q2.1 is
“Securities previously issued under an employee
incentive scheme where the restrictions on transfer
have ceased or are about to cease”.
Note: If this occurred over a range of dates, enter the
date the last of the restrictions on transfer has ceased
or will cease.

2.2g.1
Please state the number and type of
+securities (including their ASX security
code) issued under an +employee incentive
scheme that are not subject to a restriction
on transfer or that are to be quoted
notwithstanding there is a restriction on
transfer
Answer this question if your response to Q2.1 is
“Securities issued under an employee incentive
scheme that are not subject to a restriction on transfer
or that are to be quoted notwithstanding there is a
restriction on transfer”.

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+ See chapter 19 for defined terms
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2.2g.2
*Please attach a document or provide
details of a URL link for a document lodged
with ASX detailing the terms of the
+employee incentive scheme or a summary
of the terms.
Answer this question if your response to Q2.1 is
“Securities issued under an employee incentive
scheme that are not subject to a restriction on transfer
or that are to be quoted notwithstanding there is a
restriction on transfer”.

2.2g.3
*Are any of these +securities being issued
to +key management personnel (KMP) or
an +associate
Answer this question if your response to Q2.1 is
“Securities issued under an employee incentive
scheme that are not subject to a restriction on transfer
or that are to be quoted notwithstanding there is a
restriction on transfer”.

2.2g.3.a *Provide details of the recipients and the number of +securities issued to each of them.
Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are
not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer”
and your response to Q2.2g.3 is “Yes”. Repeat the detail in the table below for each KMP involved in the issue. If
the securities are being issued to the KMP, repeat the name of the KMP or insert “Same” in “Name of registered
holder”. If the securities are being issued to an associate of a KMP, insert the name of the associate in “Name of
registered holder”.

Name of KMP Name of registered holder Number of +securities


2.2h.1
*The purpose(s) for which the entity is
issuing the +securities is:
Answer this question if your response to Q2.1 is
“Other”.
You may select one or more of the items in the list.
☐ To raise additional working capital
☐ To fund the retirement of debt
☐ To pay for the acquisition of an asset
[provide details below]
☐ To pay for services rendered
[provide details below]
☐ Other [provide details below]
Additional details:



2.2h.2
*Please provide any further information
needed to understand the circumstances in
which you are applying to have these
+securities quoted on ASX, including (if
applicable) why the issue of the +securities
has not been previously announced to the
market in an Appendix 3B
You must answer this question if your response to
Q2.1 is “Other”. If there is no other information to
provide, please answer “Not applicable” or “N/A”.

2.2i
*Are these +securities being offered under
a +disclosure document or +PDS?
Answer this question if your response to Q2.1 is any
option other than “Being issued as part of a transaction
or transactions previously announced to the market in
an Appendix 3B”.

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+ See chapter 19 for defined terms
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2.2i.1 *Date of +disclosure document or +PDS?
Answer this question if your response to Q2.1 is any
option other than “Being issued as part of a transaction
or transactions previously announced to the market in
an Appendix 3B” and your response to Q2.2i is “Yes”.
Under the Corporations Act, the entity must apply for
quotation of the securities within 7 days of the date of
the disclosure document or PDS.

2.3 *The +securities to be quoted are:
Tick whichever is applicable
☐ Additional +securities in a class that is
already quoted on ASX ("existing
class")
☒ New +securities in a class that is not yet
quoted on ASX ("new class")
Part 3A – number and type of +securities to be quoted (existing class or
new class) where issue has previously been notified to ASX in
an Appendix 3B
Answer the questions in this Part if your response to Q2.1 is “Being issued as part of a transaction or transactions previously
announced to the market in an Appendix 3B” and your response to Q2.3 is “existing class” or “new class”.
Question
No.
Question Answer
3A.1 *ASX security code & description
AUD 330,000,000 3.00 per cent. Fixed
Rate Subordinated Notes due December
2040
3A.2 *Number of +securities to be quoted
Aggregate principal amount of AUD
330,000,000 issued in denominations of
AUD 200,000 and integral multiples of AUD
2,000 in excess thereof.
Part 4 – Issue details
Question
No.
Question Answer
4.1
*Have the +securities to be quoted been
issued yet?
No
4.1a *What was their date of issue?
Answer this question if your response to Q4.1 is
“Yes”.

4.1b *What is their proposed date of issue?
Answer this question if your response to Q4.1 is “No”.
17 December 2020
4.2
*Are the +securities to be quoted being
issued for a cash consideration?
If the securities are being issued for nil cash
consideration, answer this question “No”.
Yes
4.2a
*In what currency is the cash consideration
being paid
For example, if the consideration is being paid in
Australian Dollars, state AUD.
Answer this question if your response to Q4.2 is
“Yes”.
AUD

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4.2b *What is the issue price per +security
Answer this question if your response to Q4.2 is “Yes”
and by reference to the issue currency provided in
your response to Q4.2a.
Note: you cannot enter a nil amount here. If the
securities are being issued for nil cash consideration,
answer Q4.2 as “No” and complete Q4.2c and Q4.2d.
100% of the aggregate principal amount of
the Notes (issued in denominations of AUD
200,000 and integral multiples of AUD
2,000)
4.2c
Please describe the consideration being
provided for the +securities to be quoted
Answer this question if your response to Q4.2 is “No”.

4.2d
Please provide an estimate (in AUD) of the
value of the consideration being provided
per +security for the +securities to be
quoted
Answer this question if your response to Q4.2 is “No”.

4.3
Any other information the entity wishes to
provide about the issue
Attached is the Pricing Supplement dated 15
December 2020, as amended 17 December
2020.
The Notes will not be transferred through, or
registered on, the Clearing House Electronic
Sub-Register System (CHESS) operated by
ASX Settlement Pty Ltd (ABN 49 008 504
532) and will not be "Approved Financial
Products" for the purposes of that system.
Interests in the Notes will be instead held in,
and transferrable through, Euroclear Bank
SA/NV or Clearstream Banking, S.A.
No transfers will be made to retail clients (as
defined in section 761G of the Corporations
Act 2001 of Australia) and no bids or offers
may be made on an Australian Securities
Exchange trading platform with a value less
than AUD 500,000 (or its equivalent in an
alternate currency).

This appendix is not available as an online form Appendix 2A
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+ See chapter 19 for defined terms
31 January 2020 Page 8
Part 5 – Issued capital following quotation
Following the quotation of the +securities the subject of this application, the issued capital of the entity
will comprise:
Note: the figures provided in the tables in sections 5.1 and 5.2 below are used to calculate the total market capitalisation of the
entity published by ASX from time to time. Please make sure you include in the relevant table each class of securities issued by
the entity.
If you have quoted CHESS Depository Interests (CDIs) issued over your securities, include them in the table in section 5.1 and
include in the table in section 5.2 any securities that do not have CDIs issued over them (and therefore are not quoted on ASX).
Restricted securities should only be included in the table in section 5.1 if you are applying to have them quoted because the
escrow period for the securities has expired or is about to expire. Otherwise include them in the table in section 5.2.
5.1 *Quoted +securities (total number of each +class of +securities quoted on ASX following
the +quotation of the +securities the subject of this application)
ASX security code and description Total number of +securities on issue
ANZ: Fully Paid Ordinary Shares
ANZPD: Capital Notes 1
ANZPE: Capital Notes 2
ANZPF: Capital Notes 3
ANZPG: Capital Notes 4
ANZPH: Capital Notes 5
2,845,541,800
11,200,000
16,100,000
9,701,791
16,220,000
9,310,782

ANZHAY: AUD 265,000,000 3.40 per cent. Fixed Rate Subordinated Notes due
December 2039
ANZHAS: AUD 200,000,000 4.75 per cent. Fixed Rate Subordinated Notes due May
2027
ANZHAV: AUD 225,000,000 4.75 per cent. Fixed Rate Subordinated Notes due
September 2032
ANZHAX: EUR 1,000,000,000 1.125 per cent. Fixed Rate Subordinated Notes due
November 2029
ANZHAW: EUR 750,000,000 0.625 per cent. Fixed Rate Notes due February 2023
ANZHAR: SGD 500,000,000 3.75 per cent. Fixed Rate Subordinated Notes due March
2027
ANZHAU: USD 1,000,000,000 6.750 per cent. Fixed Rate Resetting Perpetual
Subordinated Contingent Convertible Securities
AUD 330,000,000 3.00 per cent. Fixed Rate Subordinated Notes due December 2040

5.2 *Unquoted +securities (total number of each +class of +securities issued but not quoted
on ASX):
ASX security code and description Total number of +securities on issue


Unquoted options


4,170,891

THIS PRICING SUPPLEMENT WILL BE ISSUED IN RESPECT OF NOTES WHICH ARE NOT
ADMITTED TO THE OFFICIAL LIST OF THE UK FINANCIAL CONDUCT AUTHORITY OR TO
ANY OTHER EUROPEAN ECONOMIC AREA OR UNITED KINGDOM REGULATED MARKET OR
OFFERED TO THE PUBLIC IN THE EUROPEAN ECONOMIC AREA OR IN THE UNITED
KINGDOM FOR THE PURPOSES OF THE PROSPECTUS REGULATION. THE PRICING
SUPPLEMENT HAS NOT BEEN REVIEWED OR APPROVED BY THE UK FINANCIAL CONDUCT
AUTHORITY AND DOES NOT CONSTITUTE A PROSPECTUS FOR THE PURPOSES OF THE
PROSPECTUS REGULATION.
PROHIBITION OF SALES TO EEA AND UK RETAIL INVESTORS: The Notes are not intended to be
offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any
retail investor in the European Economic Area ("EEA") or in the United Kingdom (the "UK"). For these
purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of
Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (ii) a customer within the meaning of
Directive (EU) 2016/97 (as amended, the "Insurance Distribution Directive"), where that customer would not
qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently no key
information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for
offering or selling the Notes or otherwise making them available to retail investors in the EEA or in the UK will
be prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor
in the EEA or in the UK may be unlawful under the PRIIPs Regulation.
MiFID II product governance/Professional investors and eligible counterparties only target market – Solely
for the purposes of each relevant Manager's product approval process as a MiFID II "manufacturer", the target
market assessment completed by the relevant Manager in respect of the Notes has led to the conclusion that: (i)
the target market for the Notes is eligible counterparties and professional clients only, each as defined in MiFID
II; and (ii) all channels for distribution of the Notes to eligible counterparties and professional clients are
appropriate. Any person subsequently offering, selling or recommending the Notes (a "distributor") should take
into consideration the manufacturers' target market assessment; however, a distributor subject to MiFID II is
responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining
the manufacturers' target market assessment) and determining appropriate distribution channels. The Issuer is not
subject to MiFID II and any implementation thereof by an EU Member State. The Issuer is therefore not a
"manufacturer" for the purposes of the MiFID Product Governance Rules under EU Delegated Directive 2017/593
and has no responsibility or liability for identifying a target market, or any other product governance obligation
set out in MiFID II, for financial instruments it issues (including the foregoing target market assessment for the
Notes described in this legend).
Notification under Section 309(B)(1) of the Securities and Futures Act of Singapore (the "SFA") – The
Notes are prescribed capital markets products (as defined in the Securities and Futures (Capital Markets Products)
Regulations 2018 and Excluded Investment Products (as defined in the Monetary Authority of Singapore (the
"MAS") Notice SFA 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on
Recommendations on Investment Products).

Australia and New Zealand Banking Group Limited
(Australian Business Number 11 005 357 522)
(Incorporated with limited liability in Australia and registered in the State of

Victoria)
Legal Entity Identifier: JHE42UYNWWTJB8YTTU19
US$60,000,000,000
Euro Medium Term Note Programme
Series No: 2032
Tranche No: 1
AUD 330,000,000 3.00 per cent. Subordinated Notes due 17 December 2040
Issue Price: 100 per cent.
Australia and New Zealand Banking Group Limited
HSBC Bank plc
(the "Joint Lead Managers")
The date of this Pricing Supplement is 15 December 2020 as amended on 17 December 2020

PART A – CONTRACTUAL TERMS
This document constitutes the Pricing Supplement relating to the issue of Notes described herein. Terms used
herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Information
Memorandum dated 20 November 2020 (the "Information Memorandum"). This Pricing Supplement of the
Notes must be read in conjunction with the Information Memorandum.
1 Issuer Australia and New Zealand Banking Group Limited
2 (i) Series Number: 2032
(ii) Tranche Number: 1
3 (i) Specified Currency or
Currencies:
Australian Dollars ("AUD")
(ii) Exotic Currency
Payments:
Not Applicable

(iii) Exotic Currency Relevant
Time:
Not Applicable
(iv) Exotic Currency
Thomson Reuters Screen
Page:
Not Applicable
4 Aggregate Principal Amount: AUD 330,000,000
(i) Series: AUD 330,000,000
(ii) Tranche: AUD 330,000,000
5 Issue Price: 100 per cent. of the Aggregate Principal Amount
6 (i) Specified Denomination(s)
(and Principal Amount):
AUD 200,000 and integral multiples of AUD 2,000 in
excess thereof, as it may be adjusted in accordance with
Condition 5A.4
The minimum aggregate consideration payable in respect
of an offer or invitation in Australia or any offer or
invitation received in Australia must be no less than AUD
500,000 (or its equivalent in an alternate currency, in
each case, disregarding moneys lent by the offeror or its
associates) unless the offer or invitation does not require
disclosure to investors under Part 6D.2 or Chapter 7 of
the Corporations Act. In every case, an offer or invitation
must not be to a retail client (as defined in section 761G
of the Corporations Act)
(ii) Calculation Amount: AUD 2,000, as it may be adjusted in accordance with
Condition 5A.4
7 (i) Issue Date: 17 December 2020
(ii) Interest Commencement
Date:
Issue Date
8 Maturity Date: 17 December 2040

9 Interest Basis: Fixed Rate
(Further particulars specified below)
10 Redemption/Payment Basis: Redemption at Par
11 Change of Interest or
Redemption/Payment Basis:
Not Applicable
12 Put/Call Options: Not Applicable
13 Status of the Notes: Subordinated Notes
14 Method of distribution: Syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
15 Fixed Rate Note Provisions Applicable
(i) Rate of Interest: 3.00 per cent. per annum payable annually in arrear
(ii) (a) Interest Payment
Date(s):
17 December in each year commencing on 17 December
2021; in each case subject to adjustment for payment
purposes only in accordance with the Business Day
Convention specified below
(b) Interest Period(s): As defined in Condition 4(r)
(c) Interest Period
Date:
As defined in Condition 4(r)
(iii) Fixed Coupon Amount: AUD 60.00 per Calculation Amount, as it may be
adjusted in accordance with Condition 5A.4
(iv) Broken Amount(s): Not Applicable
(v) Day Count Fraction: Actual/Actual (ICMA)
(vi) Business Day
Convention:
Following Business Day Convention
(a) Adjusted: Not Applicable
(b) No Adjustment: Applicable
(vii) Additional Business
Centre(s):
Not Applicable
For the avoidance of doubt, London and Sydney are
business centres for the purposes of the definition of
"Business Day" in Condition 4(r)
(viii) Party responsible for
calculating the Rate(s) of
Interest and/or Interest
Amount(s):
The Fiscal Agent shall be the Calculation Agent

(ix)Other terms relating to
the method of calculating
interest for Fixed Rate
Notes:
Not Applicable
16 Floating Rate Note Provisions Not Applicable
17 CMS Rate Note Provisions (for
Unsubordinated Notes only):
Not Applicable
18 Inverse Floating Rate Note
Provisions (for Unsubordinated
Notes only):
Not Applicable
19.Range Accrual Note Provisions
(for Unsubordinated Notes only):
Not Applicable
20 Zero Coupon Note Provisions (for
Unsubordinated Notes only):
Not Applicable
21 Index-Linked Interest Note/Other
variable-linked interest Note
Provisions (for Unsubordinated
Notes only):
Not Applicable
22 Dual Currency Note Provisions (for
Unsubordinated Notes only):
Not Applicable
PROVISIONS RELATING TO REDEMPTION
23 Call Option Not Applicable
24 Put Option Not Applicable
25 Final Redemption Amount of each
Note
AUD 2,000 per Calculation Amount, as it may be
adjusted in accordance with Condition 5A.4
26 Early Redemption Amount:
(Early Redemption Amount(s)
payable on redemption on account
of a Regulatory Event, for
taxation reasons, on an Event of
Default or other early redemption
and/or the method of calculating
the same)
AUD 2,000 per Calculation Amount, as it may be
adjusted in accordance with Condition 5A.4
Any early redemption will be subject to the prior written
approval of the Australian Prudential Regulation
Authority
27 Redemption for Regulatory Event
(for Subordinated Notes issued by
ANZBGL only)
Applicable
28 Redemption for taxation reasons
Condition 5(b)(i) Applicable (Note that Condition 5(b)(i) applies
automatically)

Condition 5(b)(ii) (for
Subordinated Notes issued by
ANZBGL only)
Applicable
Condition 5(b)(iii) (for
Subordinated Notes issued by
ANZBGL only)
Applicable
GENERAL PROVISIONS APPLICABLE TO THE NOTES
29 Form of the Notes: Registered Notes
Registered Global Note exchangeable for Certificates in
definitive form in the limited circumstances specified in the
Registered Global Note
30 Payment Business Day Convention: Following
31 Additional Financial Centre(s) or
other special provisions relating to
Payment Business Days:
Not Applicable
For the avoidance of doubt, London and Sydney are financial
centres for the purposes of the definition of "Payment Business
Day" in Condition 6(h)
32 Talons for future Coupons or
Receipts to be attached to Notes in
definitive form (and dates on which
such Talons mature):
No
33
Details relating to Instalment Notes,
including Instalment Amount(s)
and Instalment Date(s):
Not Applicable
34 Redenomination, renominalisation
and reconventioning provisions:
Not Applicable
35 Consolidation provisions: Not Applicable
36 Governing Law: English, except in relation to subordination, Conversion and
Write-Off provisions of the Notes which will be governed by, and
construed in accordance with, the laws of the State of Victoria and
the Commonwealth of Australia
OTHER FINAL TERMS
37 Subordinated Notes: Applicable
(i)Conversion:Applicable
CD: 1.00 per cent.
VWAP Period: 5 Business Days
(ii)Alternative Conversion
Number:
Not Applicable

(iii)Write-Off (see Condition
5B.1 and 5C.1):
Not Applicable
(Where "Not Applicable" is specified at this item 37(iii), this is
without prejudice to the application of Condition 5B.5 where
"Applicable" is specified at item 37(i))
38 Other final terms: Not Applicable
DISTRIBUTION
39 (i)If syndicated, names of
Managers:
Australia and New Zealand Banking Group Limited
HSBC Bank plc
(ii)Stabilising Manager (if
any):
Not Applicable
40 If non-syndicated, name of Dealer: Not Applicable
41 Additional selling restrictions: Not Applicable
42 US Selling Restrictions: TEFRA Not Applicable; Reg S. Category 2
Signed on behalf of Australia and New Zealand Banking Group Limited
By: ...... Duly Authorised Signatory/Attorney

PART B – OTHER INFORMATION
1 LISTING Application is expected to be made by the Issuer for the Notes
to be listed as a debt security on the Australian Securities
Exchange on or about the Issue Date
The Notes will not be transferred through, or registered on,
the Clearing House Electronic Sub-Register System (CHESS)
operated by ASX Settlement Pty Ltd (ABN 49 008 504 532) and
will not be "Approved Financial Products" for the purposes of
that system. Interests in the Notes will be instead held in, and
transferrable through, Euroclear Bank SA/NV or Clearstream
Banking, S.A.
No transfers will be made to retail clients (as defined in section
761G of the Corporations Act 2001 of Australia) and no bids
or offers may be made on an Australian Securities Exchange
trading platform with a value less than AUD 500,000 (or its
equivalent in an alternate currency)
2 RATINGS
Ratings:







3 OPERATIONAL INFORMATION
ISIN Code: XS2273246350
Common Code: 227324635
FISN:
AUSTRALIA AND N/3EMTN 20401217, as updated, as set
out on the website of the Association of National
Numbering Agencies ("ANNA") or alternatively sourced
from the responsible National Numbering Agency that
assigned the ISIN.
CFI code: DTFQFR, as updated, as set out on the website of ANNA or
alternatively sourced from the responsible National
Numbering Agency that assigned the ISIN.
Any clearing system(s) other than
Euroclear Bank SA/NV and
Clearstream Banking S.A. and the
relevant identification number(s):
Not Applicable

Delivery: Delivery against payment
Names and addresses of additional
Paying Agent(s) or other Agent(s)
(if any):
Not Applicable

Names and addresses of additional
Paying Agent(s) (if any) or, in the
case of VPS Notes, the VPS Agent
and the VPS Trustee:
Not Applicable