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CHALLENGER LIMITED Director's Dealing 2009

Dec 3, 2009

64641_rns_2009-12-03_af10cbac-a074-4b22-a989-fa465e8a9879.pdf

Director's Dealing

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Sydney

Level 15, 255 Pitt Street Sydney NSW 2000 Australia GPO Box 3698 Sydney NSW 2001 www.challenger.com.au

Telephone 02 9994 7000 Facsimile 02 9994 7777

4 December 2009

Ms Lux Wigneswaran Adviser, Issuers ASX Markets Supervision Pty Ltd Exchange Centre Level 6, 20 Bridge Street Sydney, NSW 2000

Dear Ms Wigneswaran

Appendix 3Y - Change of Director's Interest

Please find attached an Appendix 3Y for Dominic Stevens, Managing Director and Chief Executive Officer.

The change of interest relates to the sale of shares acquired by Mr Stevens in 2003 as an initial participant in the Long Term Incentive Plan (LTIP). The LTIP was suspended in December 2006 following the introduction of the Challenger Performance Plan.

This Appendix 3Y represents the final vesting, share sale and simultaneous loan repayment under the terms of the original scheme.

Yours sincerely.

Chris Robson Company Secretary

Melbourne Level 10, 101 Collins Street PO Box 297, Flinders Lane, Melbourne VIC 3000 Telephone 03 8616 1800 Facsimile 03 8616 1899 Level 7, 320 Adelaide Street GPO Box 3234, Brisbane QLD 4001 Telephone 07 3218 8000 Facsimile 07 3220 3132 Brisbane Level 3, 55 St Georges Terrace PO Box Z5065, St Georges Terrace, Perth WA 6831 Telephone 08 9223 7800 Facsimile 08 9221 2499 Perth Adelaide Level 1, 212 Pirie Street Adelaide SA 5000 Telephone 08 8228 3270 Facsimile 08 8212 1661

Challenger Financial Services Group Limited ABN 85-106-842-371-Challenger Group Services Pty Limited ABN 91-085-657-307
Challenger Life Company Limited ABN 44-072-486-938-AFSL 234670-Challenger Commercial Lending Limited A Challenger Kenedix Japan Trust ARSN 124 068 971 Challenger Management Services Limited ABN 29 092 382 842 AFSL 234 678 Challenger Retirement Services Pty Limited ABN 80 115 534 453 AFSL295642 RSE Licence No. L0001304

Rule 3.19A.2

Appendix 3Y

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 (Challenger)
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 Dominic Stevens
Date of last notice 13 October 2009

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

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest Direct
Nature of indirect interest
(including registered holder)
Note: Provide details of the circumstances giving rise to the relevant
interest.
N/A
Date of change 1 December 2009
No. of securities held prior to change 2,849,087 ordinary shares
7,100,000 options
2,000,000 ordinary shares held by Deutsche
Bank AG as previously disclosed
Class ordinary
Number acquired nil
Number disposed 2,200,000
Value/Consideration
Note: If consideration is non-cash, provide details and estimated valuation
\$9,188,080
No. of securities held after change 649,087 ordinary shares
7,100,000 options
2,000,000 ordinary shares held by Deutsche
Bank AG as previously disclosed
Nature of change
Example: on-market trade, off-market trade, exercise of options, issue of
securities under dividend reinvestment plan, participation in buy-back
Off market sale

Part 2 – Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract As
previously
disclosed,
Mr
Stevens'
holds
918,187
performance rights under the Challenger Performance
Plan. There has been no change to this holding
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

+ See chapter 19 for defined terms.