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CHALLENGER LIMITED Director's Dealing 2004

Feb 29, 2004

64641_rns_2004-02-29_520c70c4-747b-4ba2-a297-198134b12b24.pdf

Director's Dealing

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Challenger Financial Services Group Limited ABN 85 106 842 371

Sydney

Level 41 Aumra Place 88 Phillip Street Sydney NSW 2000 Australia www.challenger.com.au

telephone: 02 9994 7000 facsimile: 02 9994 7777

01 March 2004

The Manager Company Announcement Platform Australian Stock Exchange Limited 20 Bridge St SYDNEY NSW 2000

Dear Sir/Madam

Re: Appendix 3Y - Change of Director's Interest Notice

Please find attached Appendix 3Y (Change of Director's Interest Notice) for the issue of ordinary shares under the CEO long term incentive plan (LTIP).

The Appendix 3Y is in conjunction to the Appendix 3B given on 22 January 2004 for the issue of shares to satisfy the terms of resolution 6 of the Notice of Meeting as approved by Unitholders on 22 December 2003.

Challenger's Board established the LTIP to align the remuneration of the CEO to the long term performance of Challenger's shareholders as outlined to the market in November 2003.

Further details of the LTIP can be found in the Disclosure Document and Notice of Meeting available on Challenger's website at www.challenger.com.au.

Yours faithfully,

S J Nelson Company Secretary

attach

Melbourne

Brishane

Perth

Level 41, 101 Collins Street Melbourne VIC 3000 $b = 0386161000$ facsimile 03 8616 1111

Level 9, 175 Eagle Street Brisbane QLD 4000 telephone 07 3218 8000
facsimile 07 3220 3132

Level 2, 141 St Georges Terrace. Perth WA 6000 telephone 08 9480 2800 facsimile 08 9322 9289

Adelaíde

Level 9, T & G Building 82 King Street Adelaide SA 5000 telephone 08 8211 7777 facsimile 08 8212 1661

Appendix 3Y

Rule 3.19A.2

Change of Director's Interest Notice

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 30/9/2001.

Name of entity Challenger Financial Services Group Limited
ABN 85 106 842 371

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director Christopher Edgar Cuffe
Date of last notice 05/01/2004

Part 1 - Change of director's relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Direct or indirect interest As shown
Nature of indirect interest
(including registered holder)
Note: Provide details of the circumstances giving
rise to the relevant interest.
As shown
Date of change 22/01/2004
No. of securities held prior to
change
Class
Indirect:
1,000,000 ordinary shares
Cherryoak Investments Pty Ltd
(Trustee for Christopher Cuffe Family Trust)
Ordinary shares
Number acquired 40,000,000 ordinary shares
Number disposed Nil
Value/Consideration
Note: If consideration is non-cash, provide details
and estimated valuation
\$21,200,000
No. of securities held after change Indirect:
1,000,000 ordinary shares
Cherryoak Investments Pty Ltd
(Trustee for Christopher Cuffe Family Trust)
40,000,000 ordinary shares
CPU Share Plans Pty Limited
(Custodian for Challenger LTIP)

+ See chapter 19 for defined terms.

Nature of change
exercise of options, issue of securities under
dividend reinvestment plan, participation in buy-
back
Issue of shares under CEO Long Term Incentive Plan as
Example: on-market trade, off-market trade, approved by unitholders on 22 December 2003.
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Part 2 - Change of director's interests in contracts

Detail of contract
Nature of interest
Name of registered holder
(if issued securities)
Date of change
No. and class of securities to
which interest related prior to
change
Note: Details are only required for a contract in
relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration
Note: If consideration is non-cash, provide details
and an estimated valuation
Interest after change

$\overline{\div}$ See chapter 19 for defined terms.