RNS Number:5004S
National Australia Bank Ld
26 November 2003

PART 4(A)

                                                                          Group                      Company
                                                                    2003          2002          2003          2002
                                                                     $m            $m            $m            $m
Unlisted - Overseas
Securities of or guaranteed by New Zealand Government                   351           296             -             -
Private corporations/other financial institutions'                      290         1,591           170           146
certificates of deposit
Private corporations/other financial institutions' bonds                 96            92             -             -
Other government bonds and securities                                    22            39             -             -
Private corporations/other financial institutions' commercial           120           113           120           113
paper
Private corporations/other financial institutions'                       43            36            43            36
medium-term notes
Private corporations/other financial institutions' promissory           163           156             -             -
notes
Other securities                                                          -            14             -             5
Total unlisted trading securities                                     1,085         2,337           333           300
Total trading securities                                             23,724        19,590        22,952        17,471

13  Available for sale securities

Listed - Australia
Private corporations/other financial institutions' bonds                186             -           186             -
Private corporations/other financial institutions' floating             183             -           183             -
rate notes
Other securities                                                      1,078             -         1,078             -
                                                                      1,447             -         1,447             -
Listed - Overseas
Securities of or guaranteed by UK/Irish governments                       3             4             -             -
Private corporations/other financial institutions'                    2,873         4,581         2,873         4,581
certificates of deposit/bills
Private corporations/other financial institutions' bonds                201           100           201           100
Other securities                                                          -             5             -             -
                                                                      3,077         4,690         3,074         4,681
Total listed available for sale securities                            4,524         4,690         4,521         4,681
Unlisted - Overseas
Private corporations/other financial institutions'                      208           214           208           214
certificates of deposit/bills
Private corporations/other financial institutions' bonds                662            66           662            66
Other government treasury notes                                          56            67            56            67
Private corporations/other financial institutions' commercial           700           659           700           659
paper
Private corporations/other financial institutions'                      356           463           356           463
medium-term notes
Other securities                                                          7            33             -             -
Total unlisted available for sale securities                          1,989         1,502         1,982         1,469
Total available for sale securities                                   6,513         6,192         6,503         6,150

Market value information
Listed - Australia
Private corporations/other financial institutions' bonds                187             -           187             -
Private corporations/other financial institutions' floating             184             -           184             -
rate notes
Other securities                                                      1,077             -         1,077             -
                                                                      1,448             -         1,448             -
Listed - Overseas
Securities of or guaranteed by UK/Irish governments                       3             4             -             -
Private corporations/other financial institutions'                    2,873         4,581         2,873         4,581
certificates of deposit/bills
Private corporations/other financial institutions' bonds                201           100           201           100
Other securities                                                          -             5             -             -
                                                                      3,077         4,690         3,074         4,681
Total listed available for sale securities at market value            4,525         4,690         4,522         4,681



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                                                                          Group                      Company
                                                                    2003          2002          2003          2002
                                                                     $m            $m            $m            $m
Unlisted - Overseas
Private corporations/other financial institutions'                      208           214           208           214
certificates of deposit/bills
Private corporations/other financial institutions' bonds                662            66           662            66
Other government treasury notes                                          56            67            56            67
Private corporations/other financial institutions' commercial           700           659           700           659
paper
Private corporations/other financial institutions'                      356           463           356           463
medium-term notes
Other securities                                                          7            33             -             -
Total unlisted available for sale securities at market value          1,989         1,502         1,982         1,469
Total available for sale securities at market value                   6,514         6,192         6,504         6,150



The following table reconciles gross unrealised profits and losses of the
Group's holdings of available for sale securities for each year below, as at
September 30:


                                                   2003                                             2002
                          Amortised     Gross        Gross      Market     Amortised     Gross        Gross      Market
                            cost      unrealised   unrealised    value       cost      unrealised   unrealised   value
                                      profits       losses                             profits       losses
                             $m           $m           $m         $m          $m           $m           $m         $m
Securities of or guaranteed       3            -            -         3            4            -            -        4
by UK/Irish governments
Private corporations/other    3,081            -            -     3,081        4,795            -            -    4,795
financial institutions'
certificates of deposit/
bills
Private corporations/other    1,049            1            -     1,050          166            -            -      166
financial institutions'
bonds
Other government treasury        56            -            -        56           67            -            -       67
notes
Private corporations/other      700            -            -       700          659            -            -      659
financial institutions'
commercial paper
Private corporations/other      356            -            -       356          463            -            -      463
financial institutions'
medium-term notes
Private corporations/other      183            1            -       184            -            -            -        -
financial institutions'
floating rate notes
Other securities              1,085            -           (1 )   1,084           38            -            -       38
Total                         6,513            2           (1 )   6,514        6,192            -            -    6,192



Maturities of available for sale securities



The following table analyses the maturity of the Group's holdings of available
for sale securities at September 30, 2003:


                                           0 to 1                1 to 5                5 to 10               Over 10
                                            year                 year(s)                years                 years
                                            yield                 yield                 yield                 yield
                                             pa                    pa                    pa                    pa
                                  $m                    $m                    $m                    $m
Australia
Private corporations/other           13        7.7 %      173        5.8 %        -          -          -          -
financial institutions'
bonds
Private corporations/other            -          -        183        4.9 %        -          -          -          -
financial institutions'
floating rate notes
Other securities                    245        5.3 %      833        5.2 %        -          -          -          -
                                    258                 1,189                     -                     -



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                                           0 to 1                1 to 5                5 to 10               Over 10
                                            year                 year(s)                years                 years
                                            yield                 yield                 yield                 yield
                                             pa                    pa                    pa                    pa
                                  $m                    $m                    $m                    $m
Overseas
Securities of or guaranteed           -          -          -          -          -          -          3        5.2 %
by UK/Irish governments
Private corporations/other        3,081        1.5 %        -          -          -          -          -          -
financial institutions'
certificates of deposit/
bills
Private corporations/other          358        4.5 %      487        5.5 %       18        5.6 %        -          -
financial institutions'
bonds
Other government treasury            56        0.2 %        -          -          -          -          -          -
notes
Private corporations/other          700        1.4 %        -          -          -          -          -          -
financial institutions'
commercial paper
Private corporations/other          356        3.9 %        -          -          -          -          -          -
financial institutions'
medium-term notes
Other securities                      7          -          -          -          -          -          -          -
                                  4,558                   487                    18                     3
Total maturities at carrying      4,816                 1,676                    18                     3
value
Total maturities at market        4,816                 1,677                    18                     3
value



Proceeds from maturities of available for sale securities during 2003 were
$13,500 million (2002: $14,543 million, 2001: $15,247 million).  Proceeds from
sale of available for sale securities during 2003 were $3 million (2002: $90
million, 2001: $26 million).  Gross profits of $nil (2002: $nil, 2001: $nil) and
gross losses of $nil (2002: $1 million, 2001: $nil) were realised on sale during
2003.



14  Investment securities


                                                                    Group                            Company
                                                       2003          2002          2001         2003         2002
                                                        $m            $m            $m           $m           $m

Listed - Australia
Securities of Australian and semi-government                26            25            26           26           25
authorities
Private corporations/other financial                        49             -             -           49            -
institutions' bonds
Other securities                                           298           427             -          298          427
                                                           373           452            26          373          452
Listed - Overseas
Securities of or guaranteed by UK/Irish                    139           366           377            -            -
governments (1)
US treasury and other US Government agencies                11            13            25           11           13
Private corporations/other financial                     2,367         6,059         2,972        2,367        6,059
institutions' certificates of deposit/bills
Private corporations/other financial                     1,540           718           798          268          408
institutions' bonds
Other government bonds and securities (1)                  214            29            30            -           29
Other government treasury notes                            148            12             -          148           12
Private corporations/other financial                       278         2,038           838          278        2,038
institutions' commercial paper
Private corporations/other financial                         -            15           255            -           15
institutions' floating rate notes
Other securities                                            12            68            41           12           68
                                                         4,709         9,318         5,336        3,084        8,642
Total listed investment securities                       5,082         9,770         5,362        3,457        9,094
Unlisted - Overseas
Securities of or guaranteed by New Zealand                 719           550             9            -            -
Government
Private corporations' Eurobonds                             17            21           657           17           21
Private corporations/other financial                       147           259            38            -            -
institutions' certificates of deposit/bills
Private corporations/other financial                     2,446         2,138         3,225           41            -
institutions' bonds
Other government bonds and securities                        -             -           702            -            -
Other central banks bonds and securities                     -             -            93            -            -
Private corporations/other financial                        83           243             -            -            -
institutions' promissory notes
Other securities                                           153           560           611          153          529
Total unlisted investment securities                     3,565         3,771         5,335          211          550
Total investment securities                              8,647        13,541        10,697        3,668        9,644



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--------------------

(1)       $308 million (2002: $363 million, 2001: $372 million) of securities
have been pledged as security for borrowings of the Group and are therefore
subject to restrictions regarding sale until the pledge is released.


                                                                    Group                            Company
                                                       2003          2002          2001         2003         2002
                                                        $m            $m            $m           $m           $m

Market value information
Listed - Australia
Securities of Australian and semi-government                26            26            26           26           26
authorities
Private corporations/other financial                        52             -             -           52            -
institutions' bonds
Other securities                                           298           427             -          298          427
                                                           376           453            26          376          453
Listed - Overseas
Securities of or guaranteed by UK/Irish                    147           366           383            -            -
governments
US Treasury and other US Government agencies                11            13            25           11           13
Private corporations/other financial                     2,398         6,066         2,980        2,398        6,066
institutions' certificates of deposit/bills
Private corporations/other financial                     1,564           743           800          268          409
institutions' bonds
Other government bonds and securities                      216            29            30            -           29
Other government treasury notes                            148            12             -          148           12
Private corporations/other financial                       292         2,042           841          292        2,042
institutions' commercial paper
Private corporations/other financial                         -            15           256            -           15
institutions' floating rate notes
Other securities                                            12            68            71           12           68
                                                         4,788         9,354         5,386        3,129        8,654
Total listed investment securities at market             5,164         9,807         5,412        3,505        9,107
value
Unlisted - Overseas
Securities of or guaranteed by UK/Irish                      -             -             9            -            -
governments
Securities of or guaranteed by New Zealand                 719           550           657            -            -
Government
Private corporations' Eurobonds                             17            20             -           17           20
Private corporations/other financial                       147           259            38            -            -
institutions' certificates of deposit/bills
Private corporations/other financial                     2,446         2,130         3,197           41            -
institutions' bonds
Other government bonds and securities                        -             -           703            -            -
Other central banks bonds and securities                     -             -            93            -            -
Private corporations/other financial                        83           243             -            -            -
institutions' promissory notes
Other securities                                           153           561           611          153          530
Total unlisted investment securities at market           3,565         3,763         5,308          211          550
value
Total investment securities at market value              8,729        13,570        10,720        3,716        9,657



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The following table reconciles gross unrealised profits and losses of the
Group's holdings of investment securities for the years shown below as at
September 30:


                                                 2003                                            2002
                        Amortised     Gross        Gross      Market    Amortised     Gross        Gross      Market
                          cost      unrealised   unrealised    value      cost      unrealised   unrealised    value
                                     profits       losses                            profits       losses
                           $m           $m           $m         $m         $m           $m           $m         $m
Securities of Australian       26            -            -        26          25            1            -        26
and semi- government
authorities
Securities of or              139            8            -       147         366            -            -       366
guaranteed by UK/Irish
governments
Securities of or              719            -            -       719         550            -            -       550
guaranteed by New Zealand
Government
US Treasury and other US       11            -            -        11          13            -            -        13
Government agencies
Private corporations'          17            -            -        17          21            -           (1 )      20
Eurobonds
Private corporations/other  2,514           35           (4 )   2,545       6,318            7            -     6,325
financial institutions'
certificates of deposit/
bills
Private corporations/other  4,035           27            -     4,062       2,856           17            -     2,873
financial institutions'
bonds
Other government bonds and    214            2            -       216          29            -            -        29
securities
Other government treasury     148            -            -       148          12            -            -        12
notes
Private corporations/other    278           14            -       292       2,038            4            -     2,042
financial institutions'
commercial paper
Private corporations/other      -            -            -         -          15            -            -        15
financial institutions'
floating rate notes
Private corporations/other     83            -            -        83         243            -            -       243
financial institutions'
promissory notes
Other securities              463            2           (2 )     463       1,055            1            -     1,056
Total                       8,647           88           (6 )   8,729      13,541           30           (1 )  13,570



Maturities of investment securities



The following table analyses the maturity of the Group's holdings of investment
securities at September 30, 2003:


                                           0 to 1                1 to 5                5 to 10               Over 10
                                            year                 year(s)                years                 years
                                            yield                 yield                 yield                 yield
                                             pa                    pa                    pa                    pa
                                  $m                    $m                    $m                    $m
Australia
Securities of Australian and         26        7.7 %        -          -          -          -          -          -
semi - government
authorities
Private corporations/other            -          -         49        6.1 %        -          -          -          -
financial institutions'
bonds
Other securities                     89        2.2 %      209        7.2 %        -          -          -          -
                                    115                   258                     -                     -



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                                           0 to 1                1 to 5                5 to 10               Over 10
                                            year                 year(s)                years                 years
                                            yield                 yield                 yield                 yield
                                             pa                    pa                    pa                    pa
                                  $m                    $m                    $m                    $m
Overseas
Securities of or guaranteed           3          -        136        3.3 %        -          -          -          -
by UK/Irish governments
Securities of or guaranteed         719        5.3 %        -          -          -          -          -          -
by New Zealand Government
US Treasury and other US             11        1.2 %        -          -          -          -          -          -
Government agencies
Private corporations'                 -          -         17        2.8 %        -          -          -          -
Eurobonds
Private corporations/other        2,514        2.3 %        -          -          -          -          -          -
financial institutions'
certificates of deposit/
bills
Private corporations/other          730        5.5 %    2,618        5.9 %      638        4.2 %        -          -
financial institutions'
bonds
Other government bonds and            -          -        214        5.1 %        -          -          -          -
securities
Other government treasury           105        2.0 %       43        2.3 %        -          -          -          -
notes
Private corporations/other          278        3.2 %        -          -          -          -          -          -
financial institutions'
commercial paper
Private corporations/other           83        6.0 %        -          -          -          -          -          -
financial institutions'
promissory notes
Other securities                    165        2.4 %        -          -          -          -          -          -
                                  4,608                 3,028                   638
Total maturities at carrying      4,723                 3,286                   638
value
Total maturities at market        4,769                 3,310                   650
value



Proceeds from maturities of investment securities during 2003 were $18,578
million (2002: $37,434 million, 2001: $30,828 million).  The majority of those
relate to the maturity of short-dated investment securities.  Proceeds from the
sale of investment securities during 2003 were $18 million (2002: $nil, 2001:
$nil).  Gross profits were $1 million (2002: $nil, 2001: $nil) and $nil gross
losses (2002: $nil, 2001: $nil) were realised on sale during 2003. This related
to the sale of a single investment security due to a significant unforseeable
change in circumstance that changed the intent with regard to this particular
debt security without calling into question the Group's intent and ability to
hold other investment securities to maturity in the future.



15 Investments relating to life insurance business


                                                                Group                             Company
                                                        2003             2002             2003              2002
                                                         $m               $m               $m                $m

Equity security investments
Direct                                                      6,993           11,401                -                 -
Indirect                                                   23,406           10,578                -                 -
                                                           30,399           21,979                -                 -
Debt security investments
Interest-earning securities
National government                                           702            2,174                -                 -
Other public sector                                           523              852                -                 -
Private sector                                              3,904            5,457                -                 -
                                                            5,129            8,483                -                 -
Properties
Direct                                                        117                -                -                 -
Indirect                                                      201              278                -                 -
                                                              318              278                -                 -
Other investments                                               -              272                -                 -
Total investments relating to life insurance               35,846           31,012                -                 -
business



Direct investments refer to investments that are held directly with the issuer
of the investment.  Indirect investments refer to investments that are held
through unit trusts or similar investment vehicles.



Included within investments relating to life insurance business are investments
held in the statutory funds of the Group's Australian life insurance business
which can only be used within the restrictions imposed under the Life Insurance
Act 1995 (Cth).  The main restrictions are that the assets in a fund can only be
used to meet the liabilities and expenses of the fund, to acquire investments to
further the business of the fund or as distributions when solvency and capital
adequacy requirements are met.  Participating policyholders can receive a
distribution when solvency requirements are met, whilst shareholders can only



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receive a distribution when the higher level of capital adequacy requirements is
met.  Investment assets held in statutory funds are not available for use by
other parts of the Group's business (refer to notes 1(p) and 2).



16 Loans and advances


                                                               Group                             Company
                                                       2003             2002              2003             2002
                                                        $m               $m                $m               $m

Australia
Overdrafts                                                 4,810            5,023             4,810            5,023
Credit card outstandings                                   3,850            3,525             3,850            3,525
Market rate advances                                         100              165               100              165
Lease finance                                              7,504            6,929             7,334            6,800
Housing loans                                             83,018           68,461            83,018           68,461
Other term lending                                        34,556           30,710            34,444           30,524
Equity participation in leveraged leases                      92              239                92              239
Redeemable preference share finance                           79                -                 -                -
Other lending                                              7,059            5,833             6,639            5,469
                                                         141,068          120,885           140,287          120,206
Overseas
Overdrafts                                                12,395           13,742             4,901            4,535
Credit card outstandings                                   2,759            3,059                 -                -
Market rate advances                                          88                -                 -                -
Bills discounted                                               -               39                 -                -
Lease finance                                              7,381            8,714                31               43
Housing loans                                             28,469           27,615               123              105
Other term lending (1)                                    39,674           43,372             5,293            6,457
Redeemable preference share finance                        1,763            1,831                 -                -
Other lending (1)                                         18,535           16,427            17,490           14,631
                                                         111,064          114,799            27,838           25,771
Total gross loans and advances                           252,132          235,684           168,125          145,977
Deduct:  Unearned income                                  (1,933 )         (1,914 )          (1,006 )           (992 )
         Provision for doubtful debts (refer to           (2,240 )         (2,470 )          (1,373 )         (1,378 )
         note 17)
Total net loans and advances                             247,959          231,300           165,746          143,607

Leasing receivables included in lease finance
net of unearned income:
Current                                                    1,943            2,427               273              475
Non-current                                               11,702           12,240             6,320            5,737
Total leasing receivables included in lease               13,645           14,667             6,593            6,212
finance


--------------------

(1)       The 2002 comparatives have been restated to reflect the
reclassification of reverse repurchase agreements from other term lending to
other lending.



The diversification and size of the Group are such that its lending is widely
spread both geographically and in terms of the types of industries served.  In
accordance with SEC guidelines, the following table shows comparative year-end
detail of the loan portfolio for each of the last five years ended September 30.
The table also demonstrates the concentration of credit risk by industry with
the maximum credit risk represented by the carrying values less provision for
doubtful debts.


                                                                            Group
                                             2003            2002            2001            2000            1999
                                              $m              $m              $m              $m              $m
Australia
Government and public authorities                 498           1,588             425             478           1,270
Agriculture, forestry and fishing               5,368           4,890           5,251           5,329           5,039
Financial, investment and insurance             6,053           3,053           4,807           4,656           5,006
Real estate - construction                      1,935           1,807           1,941           1,661           1,637
Manufacturing                                   2,630           2,034           3,263           2,268           2,714
Real estate - mortgage                         83,018          68,461          55,629          48,719          41,968
Instalment loans to individuals and            12,473          11,352           9,850           8,223           8,098
other personal lending (including
credit cards)
Lease financing                                 7,596           7,168           7,073           6,929           6,522
Other commercial and industrial (1)            21,497          20,532          18,550          19,001          13,956
                                              141,068         120,885         106,789          97,264          86,210



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                                                                            Group
                                             2003            2002            2001            2000            1999
                                              $m              $m              $m              $m              $m
Overseas
Government and public authorities               1,011           1,435           1,382           1,590             821
Agriculture, forestry and fishing               5,718           6,002           5,473           5,099           4,608
Financial, investment and insurance            24,417          22,123          12,335          12,065           8,906
Real estate - construction                      2,511           3,273           3,312           3,061           1,862
Manufacturing                                   6,233           6,745           6,476           7,446           6,536
Real estate - mortgage                         28,469          27,615          26,010          22,611          19,978
Instalment loans to individuals and            13,059          13,294          12,903          12,012          10,443
other personal lending (including
credit cards)
Lease financing                                 7,381           8,714           8,703           7,448           5,478
Other commercial and industrial (1)            22,265          25,598          29,051          31,400          24,878
                                              111,064         114,799         105,645         102,732          83,510
Total gross loans and advances                252,132         235,684         212,434         199,996         169,720
Deduct:  Unearned income                       (1,933 )        (1,914 )        (1,922 )        (1,812 )        (1,587 )
         Provision for doubtful debts          (2,240 )        (2,470 )        (2,715 )        (2,692 )        (2,513 )
         (refer to note 17)
Total net loans and advances                  247,959         231,300         207,797         195,492         165,620


--------------------

(1)       At September 30, 2003, there were no concentrations of other
commercial and industrial loans exceeding 10% of total loans and advances.



Concentrations of credit risk by geographical location are based on the
geographical location of the office in which the loans or advances are booked.
The amounts shown are net of unearned income and provision for doubtful debts:


Australia                                     138,823         118,674         104,354          94,986          84,046
Europe                                         74,333          76,058          70,335          57,388          44,319
New Zealand                                    27,752          25,557          23,847          20,466          20,097
United States                                   3,550           7,108           4,555          19,323          14,111
Asia                                            3,501           3,903           4,706           3,329           3,047
Total net loans and advances                  247,959         231,300         207,797         195,492         165,620



The following tables show the maturity distribution of loans and advances to
customers and interest rate sensitivity of such loans and advances for the Group
as at September 30, 2003:


                                                                                 Group
                                                       0 to 1           1 to 5           Over 5            Total
                                                      year (1)          year(s)           years
                                                         $m               $m               $m               $m
Maturity distribution of loans and advances

Australia
Government and public authorities                             201              149              148              498
Agriculture, forestry and fishing                           3,406            1,422              540            5,368
Financial, investment and insurance                         3,999            1,505              549            6,053
Real estate - construction                                  1,135              242              558            1,935
Manufacturing                                               1,734              591              305            2,630
Real estate - mortgage                                     20,355            4,201           58,462           83,018
Instalment loans to individuals and other                   3,158            9,032              283           12,473
personal lending (including credit cards)
Lease financing                                               726            6,418              452            7,596
Other commercial and industrial                            12,166            4,710            4,621           21,497
                                                           46,880           28,270           65,918          141,068



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                                                                                 Group
                                                       0 to 1           1 to 5           Over 5            Total
                                                      year (1)          year(s)           years
                                                         $m               $m               $m               $m
Overseas
Government and public authorities                             648              261              102            1,011
Agriculture, forestry and fishing                           2,772            1,227            1,719            5,718
Financial, investment and insurance                        20,163            3,340              914           24,417
Real estate - construction                                  1,314              953              244            2,511
Manufacturing                                               2,526            2,171            1,536            6,233
Real estate - mortgage                                      3,501            3,946           21,022           28,469
Instalment loans to individuals and other                   7,973            3,276            1,810           13,059
personal lending (including credit cards)
Lease financing                                             1,657            2,453            3,271            7,381
Other commercial and industrial                             9,868            7,579            4,818           22,265
                                                           50,422           25,206           35,436          111,064
Total gross loans and advances                             97,302           53,476          101,354          252,132

Interest rate sensitivity of loans and advances
Variable interest rates (2)
Australia                                                  27,171            6,164           46,904           80,239
Overseas                                                   20,819           12,765           20,598           54,182
Fixed interest rates
Australia                                                  19,709           22,106           19,014           60,829
Overseas                                                   29,603           12,441           14,838           56,882
Total gross loans and advances                             97,302           53,476          101,354          252,132


--------------------

(1)       Overdrafts are not subject to a repayment schedule.  Due to their
characteristics, overdrafts are categorised as due within one year.



(2)       For a range of credit products that the Company classifies as
variable, the Company is required to give a period of notice before a change in
the applicable interest rate is effective.



Securitisation of loans



During the year ended September 30, 2001, the Group securitised Australian loans
amounting to $1,924 million through its HomeSide Mortgage Securities Trust
2001-1 securitisation program.  No loans were securitised during the 2003 year.
Outstanding securitised loans of the program totalled $585 million as at
September 30, 2003 (2002: $929 million).  The securities issued by the program
do not represent liabilities of the Company or the Group.  Neither the Company
nor the Group stands behind the capital value or performance of securities or
assets of the program except to the limited extent provided in the transaction
documents for the program through the provision of arm's length services and
facilities (refer to note 1(gg)).  The Company and the Group do not guarantee
the payment of interest or repayment of principal due on the securities.  The
Company and the Group are not obliged to support any losses that may be suffered
by the investors and do not intend to provide such support.  The Company and the
Group have no obligation to repurchase any of the securitised loans other than
in limited circumstances.



17 Provision for doubtful debts


                                                            Group                                  Company
                                             2003            2002            2001            2003            2002
                                              $m              $m              $m              $m              $m

Specific provision for doubtful debts             463             553             586             321             369
General provision for doubtful debts            1,793           2,022           2,207           1,062           1,113
Total provision for doubtful debts              2,256           2,575           2,793           1,383           1,482
Deduct: Specific provision for                     16             105              78              10             104
off-balance sheet credit-related
commitments (1)
Net provision for doubtful debts                2,240           2,470           2,715           1,373           1,378
(refer to note 16)


--------------------

(1)       The specific provision for off-balance sheet credit-related
commitments is shown as a liability in the financial report (refer to note 30).



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                                                            Group                                  Company
                                             2003            2002            2001            2003            2002
                                              $m              $m              $m              $m              $m
Reconciliation of movements in
provisions for doubtful debts

Specific provision
Balance at beginning of year                      553             586             471             369             348
Transfer from general provision                   746             788             748             417             417
Provision of foreign controlled                     -               -             (58 )             -               -
entity sold
Bad debts written off                          (1,015 )          (985 )          (738 )          (527 )          (468 )
Bad debts recovered                               217             171             151              73              66
Foreign currency translation and                  (38 )            (7 )            12             (11 )             6
consolidation adjustments
Balance at end of year                            463             553             586             321             369
General provision
Balance at beginning of year                    2,022           2,207           2,238           1,113           1,277
Transfer to specific provision                   (746 )          (788 )          (748 )          (417 )          (417 )
Provision of foreign controlled                     -             (70 )          (336 )             -               -
entity sold
Charge to profit and loss account                 633             697             989             373             259
Foreign currency translation and                 (116 )           (24 )            64              (7 )            (6 )
consolidation adjustments
Balance at end of year                          1,793           2,022           2,207           1,062           1,113
Total provision for doubtful debts              2,256           2,575           2,793           1,383           1,482

Provision for doubtful debt ratios

Specific provision as a percentage of
risk-weighted assets
On-balance sheet exposures                       0.18 %          0.18 %          0.20 %
Off-balance sheet credit-related                 0.01 %          0.04 %          0.03 %
commitments
Specific provision for doubtful debts            0.19 %          0.22 %          0.23 %
as a percentage of risk-weighted
assets
Total provision for doubtful debts as            0.89 %          1.04 %          1.08 %
a percentage of risk-weighted assets
Bad debts written off as a percentage            0.33 %          0.38 %          0.29 %
of average loans and advances (1)


--------------------

(1)       Refer to note 40 for average loans and advances.



Specific provision for doubtful debts by industry category



The following table provides an analysis of the Group's specific provision for
doubtful debts including off-balance sheet exposures by industry category for
each of the five years ended September 30:


                                                                            Group
                                             2003            2002            2001            2000            1999
                                              $m              $m              $m              $m              $m
Australia
Agriculture, forestry and fishing                  71              75              34              24              46
Financial, investment and insurance                 2               -              13               2              50
Real estate - construction                          3               3               5               8              14
Manufacturing                                       -               7              15              34              76
Real estate - mortgage                              9               3               -               -               2
Instalment loans to individuals and                 7               3              14              46              21
other personal lending (including
credit cards)
Lease financing                                     -              12               8               9               8
Other commercial and industrial                   164             217             253              89              17
                                                  256             320             342             212             234



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                                                                            Group
                                             2003            2002            2001            2000            1999
                                              $m              $m              $m              $m              $m
Overseas
Agriculture, forestry and fishing                  10              22              14              15              12
Financial, investment and insurance                 -               -               2               2               4
Real estate - construction                          3               2               2               8              11
Manufacturing                                       2               1              24              48              44
Real estate - mortgage                              4               5               6               7               7
Instalment loans to individuals and                74              84             111              60              50
other personal lending (including
credit cards)
Lease financing                                    10               9              10               8               9
Other commercial and industrial                   104             110              75             111             103
                                                  207             233             244             259             240
Total specific provision for doubtful             463             553             586             471             474
debts



General provision for doubtful debts by industry category



The following table provides an analysis of the Group's general provision for
doubtful debts including off-balance sheet exposures by industry category for
each of the five years, ended September 30:


                                                                            Group
                                             2003            2002            2001            2000            1999
                                              $m              $m              $m              $m              $m
Australia
Agriculture, forestry and fishing                  33              46              69              50              40
Financial, investment and insurance                36              10               8              67              63
Real estate - construction                         99              40              32              30              21
Manufacturing                                      48              75             120              90              80
Real estate - mortgage                             34              21              62             166             172
Instalment loans to individuals and               157             205             184             155             174
other personal lending (including
credit cards)
Lease financing                                    60              63              94              89              50
Other commercial and industrial                   488             512             571             410             395
                                                  955             972           1,140           1,057             995
Overseas
Agriculture, forestry and fishing                  52              48              31              25              14
Financial, investment and insurance                14               7               6              21               8
Real estate - construction                        107              98              46              95              26
Manufacturing                                      52              47              56              77              38
Real estate - mortgage                              9              19              72              90              59
Instalment loans to individuals and               269             382             339             188              60
other personal lending (including
credit cards)
Lease financing                                    23              31              41              44              21
Other commercial and industrial                   312             418             476             641             834
                                                  838           1,050           1,067           1,181           1,060
Total general provision for doubtful            1,793           2,022           2,207           2,238           2,055
debts



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Bad debts written off and bad debts recovered by industry category



The following table provides an analysis of bad debts written off and bad debts
recovered by industry category for each of the five years ended September 30.
For further information, refer to asset quality disclosures in note 18.


                                                                            Group
                                             2003            2002            2001            2000            1999
                                              $m              $m              $m              $m              $m
Bad debts written off
Australia
Agriculture, forestry and fishing                   7              24               9              27               7
Financial, investment and insurance                 4              17               9              26               5
Real estate - construction                          5               8               8              14               8
Manufacturing                                      14              10              29              56              30
Real estate - mortgage                              4               7               8               7              10
Instalment loans to individuals and               175             144             109              72             112
other personal lending (including
credit cards)
Lease financing                                   124              19              32              16               8
Other commercial and industrial                   157             136             108              34              60
                                                  490             365             312             252             240
Overseas
Agriculture, forestry and fishing                  18               3               7               4               8
Financial, investment and insurance                 -               2               -               6               6
Real estate - construction                          4              16               9              16              11
Manufacturing                                      31              35              27              30              44
Real estate - mortgage                              1               2               2               3               7
Instalment loans to individuals and               340             386             289             206             200
other personal lending (including
credit cards)
Lease financing                                    14              11               9              11               6
Other commercial and industrial                   117             165              83             129             105
                                                  525             620             426             405             387
Total bad debts written off                     1,015             985             738             657             627

Bad debts recovered
Australia
Agriculture, forestry and fishing                   1               3               1               1               3
Financial, investment and insurance                 1               -               7               4               7
Real estate - construction                          -               1               -               1               1
Manufacturing                                       1               2               1               2               3
Real estate - mortgage                              2               1               1               1               1
Instalment loans to individuals and                60              43              40              41              33
other personal lending (including
credit cards)
Lease financing                                     3               3               3               1               1
Other commercial and industrial                     2               9               6              30              14
                                                   70              62              59              81              63
Overseas
Agriculture, forestry and fishing                   -               -               -               -               1
Financial, investment and insurance                 -               4               5              11               5
Real estate - construction                          1               -               -               1               1
Manufacturing                                       -               -               -              16              15
Real estate - mortgage                              -               -               -               -               1
Instalment loans to individuals and               102              83              56              62              56
other personal lending (including
credit cards)
Lease financing                                     -               -               -               -               2
Other commercial and industrial                    44              22              31              53              61
                                                  147             109              92             143             142
Total bad debts recovered                         217             171             151             224             205



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18 Asset quality disclosures



The following table provides an analysis of the asset quality of the Group's
impaired loans and advances for each of the last five years ended September 30.
Gross amounts have been prepared without regard to security available for such
loans and advances.  The inclusion of past due loans and restructured loans in
both tables does not necessarily indicate that such loans are doubtful.  Refer
to note 1(q) for a description of the Group's accounting policy for provision
for doubtful debts and asset quality.


                                                                            Group
                                             2003            2002            2001            2000            1999
                                              $m              $m              $m              $m              $m
Non-accrual loans (1)(2)
Gross
Australia                                         658             888             959             568             644
Overseas                                          721             702             773             899             926
                                                1,379           1,590           1,732           1,467           1,570
Specific provision for doubtful debts
Australia                                         238             299             325             196             226
Overseas                                          184             201             203             246             231
                                                  422             500             528             442             457
Net
Australia                                         420             589             634             372             418
Overseas                                          537             501             570             653             695
Total net non-accrual loans                       957           1,090           1,204           1,025           1,113

Restructured loans
Australia                                           -               6               4               4               -
Overseas                                            -               -               -               -               3
Total restructured loans                            -               6               4               4               3

Assets acquired through security
enforcement
Real estate
Overseas                                            -               -               -               8               8
                                                    -               -               -               8               8
Other assets
Overseas                                            2               3               4               5               5
                                                    2               3               4               5               5
Total assets acquired through                       2               3               4              13              13
security enforcement

Total impaired assets
Gross
Australia                                         658             894             963             572             644
Overseas                                          723             705             777             912             942
                                                1,381           1,599           1,740           1,484           1,586
Specific provision for doubtful debts
Australia                                         238             299             325             196             226
Overseas                                          184             201             203             246             231
                                                  422             500             528             442             457
Net
Australia                                         420             595             638             376             418
Overseas                                          539             504             574             666             711
Total net impaired assets                         959           1,099           1,212           1,042           1,129


--------------------

(1)       Includes loans amounting to $98 million gross, $70 million net (2002:
$137 million gross, $93 million net, 2001: $170 million gross, $124 million net,
2000: $252 million gross, $182 million net, 1999: $124 million gross, $86
million net) where some concerns exist as to the ongoing ability of the
borrowers to comply with existing loan terms, but on which no principal or
interest payments are contractually past due.



(2)       Includes off-balance sheet credit-related commitments amounting to $37
million gross, $21 million net (2002: $138 million gross, $33 million net, 2001:
$219 million gross, $141 million net, 2000: $33 million gross, $16 million net,
1999: $40 million gross, $24 million net).



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The following table provides information regarding loans past due 90 days or
more:


                                                                                      Group
                                                                2003       2002       2001       2000       1999
                                                                 $m         $m         $m         $m         $m
Accruing loans past due 90 days or more with adequate
security
Australia                                                           61         29         48         39         22
Overseas (1)                                                        45        254        286         68         74
Total accruing loans past due 90 days or more with adequate        106        283        334        107         96
security


--------------------

(1)       The 2002 and 2001 comparatives have been restated to reflect revised
treatment.  The previously reported amounts were 2002: $49 million and 2001: $54
million.


Accruing portfolio facilities past due 90 to 180 days
Gross
Australia                                                          30         37          35         23         27
Overseas                                                           34         46          83         36         29
                                                                   64         83         118         59         56
Specific provision for doubtful debts
Australia                                                          18         22          18         15          9
Overseas                                                           23         31          40         14          8
                                                                   41         53          58         29         17
Net
Australia                                                          12         15          17          8         18
Overseas                                                           11         15          43         22         21
Total net accruing portfolio facilities past due 90 to 180         23         30          60         30         39
days



Further analysis of non-accrual loans at year end and interest income received
and foregone under the APRA asset quality disclosure guidelines is as follows
for the Group, for each of the last three years ended September 30:


                                    2003                            2002                            2001
                         Gross    Specific      Net      Gross    Specific      Net      Gross    Specific      Net
                                  provision                       provision                       provision
                          $m         $m         $m        $m         $m         $m        $m         $m         $m
Non-accrual loans
with provisions and:
No performance
Australia                   382         223       159       449         275       174       502         299       203
Overseas                    495         162       333       458         178       280       495         180       315
                            877         385       492       907         453       454       997         479       518
Partial performance
Australia                     -           -         -         -           -         -         -           -         -
Overseas                      3           1         2         4           1         3         6           2         4
                              3           1         2         4           1         3         6           2         4
Full performance
Australia                    35          15        20        74          24        50       119          26        93
Overseas                     73          21        52        68          22        46        54          21        33
                            108          36        72       142          46        96       173          47       126
Non-accrual loans
without provisions
and:
No performance
Australia                   194           -       194       329           -       329       303           -       303
Overseas                    131           -       131       142           -       142       206           -       206
                            325           -       325       471           -       471       509           -       509
Full performance
Australia                    47           -        47        36           -        36        35           -        35
Overseas                     19           -        19        30           -        30        12           -        12
                             66           -        66        66           -        66        47           -        47
Total non-accrual         1,379         422       957     1,590         500     1,090     1,732         528     1,204
loans



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                                                                                         Group
                                                                        2003             2002             2001
                                                                         $m               $m               $m
Interest income received and foregone
Interest and other income received and taken to the profit and
loss account on non-accrual loans and restructured loans
Australia                                                                       8               11               12
Overseas                                                                        1                5                4
                                                                                9               16               16
Net interest and other income foregone on non-accrual loans and
restructured loans
Australia                                                                      65               63               54
Overseas                                                                       31               29               40
                                                                               96               92               94

Additional information in respect of impaired assets
Fair value of security (1)
Non-accrual loans
Australia                                                                     345              440              420
Overseas                                                                      457              448              515
                                                                              802              888              935
Loans newly classified into impaired asset categories during the
year
Australia                                                                     619              965            1,154
Overseas                                                                      754              526              403
                                                                            1,373            1,491            1,557


--------------------

(1)       Fair value of security is the amount for which that security could be
exchanged between a knowledgeable, willing buyer and a knowledgeable, willing
seller in an arm's length transaction.  Amounts of security held in excess of
the outstanding balance of individual non-accrual or restructured loans are not
included in this table.



19 Mortgage servicing rights


                                                                Group                             Company
                                                        2003             2002             2003              2002
                                                         $m               $m               $m                $m

Opening balance                                             1,794            5,445                -                 -
Additions                                                       -              671                -                 -
Disposals                                                  (1,794 )           (397 )              -                 -
Deferred hedge gains applied                                    -           (2,219 )              -                 -
Amortisation                                                    -           (1,193 )              -                 -
Foreign currency translation adjustments                        -             (513 )              -                 -
Total mortgage servicing rights                                 -            1,794                -                 -



On October 1, 2002, the Group sold SR Investment, Inc. (the parent entity of
HomeSide US) which included the sale of all mortgage servicing rights  and
associated derivative financial instruments used to hedge mortgage servicing
rights (refer to note 5(a)(i)).



20 Shares in controlled entities, joint venture entities and other securities


Shares in controlled entities
At cost                                                         -                -           11,721           11,581
Deduct: Provision for diminution in value                       -                -             (114 )           (114 )
                                                                -                -           11,607           11,467
Interests in joint venture entities                           675               60                -                -
Shares in other entities
At cost                                                       827              608              668              485
Deduct: Provision for diminution in value                     (57 )            (70 )            (25 )            (26 )
                                                              770              538              643              459
Units in unlisted trusts (at cost)                              -              601                -                -
Total shares in controlled entities, joint                  1,445            1,199           12,250           11,926
venture entities and other securities



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                                                                Group                             Company
                                                        2003             2002             2003              2002
                                                         $m               $m               $m                $m
Market value information
Shares in other entities                                    1,195              942            1,068               783
Units in unlisted trusts                                        -              601                -                 -
Total shares in entities and other securities at            1,195            1,543            1,068               783
market value



Interests in joint venture entities


Name                                   Principal          Joint venture         Ownership           Investment
                                       activity          reporting date         and voting        carrying amount
                                                                                 interest               $m
Tokenhouse Partnership                    Investment         September 30                  50 %                619
Dark City Partnership                     Investment         September 30                  50 %                 22
Matrix Film Investment                    Investment         September 30                  50 %                 34
Partnership



The Group's share of the joint venture entities' results consists of:


                                                                  Group
                                                          2003            2002
                                                           $m              $m

Revenues from ordinary activities                                7               6
Expenses from ordinary activities                               (4 )            (4 )
Profit from ordinary activities before income tax                3               2
expense
Income tax expense relating to ordinary activities               -               -
Net profit - accounted for using the equity method               3               2



The Group's share of the joint venture entities' assets and liabilities consists
of:


Investment securities                                          619               -
Other investments                                               51              55
Other assets                                                     5               5
Total assets                                                   675              60
Total liabilities                                                -               -



The Group's share of the joint venture entities' post-acquisition profits
consists of:


Share of the joint venture entities' accumulated               (13 )            (9 )
losses at beginning of year
Share of the joint venture entities' net profit                  3               2
Distributions from joint venture entities                       (7 )            (6 )
Share of the joint venture entities' accumulated               (17 )           (13 )
losses at end of year



Movements in the Group's carrying amount of the joint venture entities consists
of:


Carrying amount at beginning of year                            60              64
Investments in joint venture entities acquired                 619               -
Share of the joint venture entities' net profit                  3               2
Distributions from joint venture entities                       (7 )            (6 )
Carrying amount at end of year                                 675              60



21 Regulatory deposits


                                                                Group                            Company
                                                        2003             2002             2003             2002
                                                         $m               $m               $m               $m

Central banks overseas                                        225              129               93               38
Total regulatory deposits                                     225              129               93               38



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22  Property, plant and equipment


                                                                        Group                       Company
                                                                 2003           2002          2003          2002
                                                                  $m             $m            $m            $m

Land and buildings
Freehold
At cost (acquired subsequent to previous valuation date)               27             25             -             -
At directors' valuation                                               470            546            23            32
Leasehold
At cost (acquired subsequent to previous valuation date)               19             20            17            20
At directors' valuation                                                80             93             -             -
Deduct: Accumulated depreciation and amortisation on                  (22 )          (21 )          (5 )          (4 )
buildings
                                                                      574            663            35            48
Leasehold improvements
At cost                                                               784            764           569           544
Deduct: Accumulated amortisation                                     (402 )         (380 )        (292 )        (270 )
                                                                      382            384           277           274
Furniture, fixtures and fittings and other equipment
At cost                                                               745            793           118           120
Under finance lease                                                    18             25             -             -
Deduct: Accumulated depreciation and amortisation                    (460 )         (469 )         (88 )         (86 )
                                                                      303            349            30            34
Data processing equipment
At cost                                                             1,409          1,498           684           681
Under finance lease                                                    28             32             6             7
Deduct: Accumulated depreciation and amortisation                  (1,153 )       (1,170 )        (520 )        (481 )
                                                                      284            360           170           207
Application software
At cost                                                             1,262          1,054           853           740
Deduct: Accumulated amortisation                                     (307 )         (170 )        (199 )        (102 )
                                                                      955            884           654           638
Total property, plant and equipment                                 2,498          2,640         1,166         1,201

Reconciliations of movements in property, plant and
equipment

Land and buildings
Balance at beginning of year                                          663            833            48            60
Additions                                                              20             34             -             4
Net amount of revaluation increments less decrements (1)                9              9             -            (3 )
Disposals                                                             (35 )         (152 )          (9 )         (11 )
Depreciation and amortisation                                         (15 )          (22 )          (2 )          (1 )
Net foreign currency movements arising from                           (68 )          (19 )          (2 )          (1 )
self-sustaining foreign operations
Sale of operating assets (2)                                            -            (20 )           -             -
Balance at end of year                                                574            663            35            48

Leasehold improvements
Balance at beginning of year                                          384            390           274           276
Additions                                                              87             68            65            39
Disposals                                                             (26 )           (6 )         (25 )          (3 )
Amortisation                                                          (52 )          (57 )         (37 )         (38 )
Net foreign currency movements arising from                           (11 )           (4 )          (1 )           -
self-sustaining foreign operations
Sale of operating assets (2)                                            -             (7 )           -             -
Balance at end of year                                                382            384           276           274



                                      123
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                                                                       Group                      Company
                                                                2003          2002          2003          2002
                                                                 $m            $m            $m            $m

Furniture, fixtures and fittings and other equipment
Balance at beginning of year                                         349           329            34            36
Additions                                                             35           125             8             9
Disposals (3)                                                         (2 )          (5 )          (2 )          (1 )
Depreciation and amortisation                                        (58 )         (72 )          (9 )          (9 )
Net foreign currency movements arising from                          (21 )          (6 )          (1 )          (1 )
self-sustaining foreign operations
Sale of operating assets (2)                                           -           (22 )           -             -
Balance at end of year                                               303           349            30            34

Data processing equipment
Balance at beginning of year                                         360           477           207           265
Additions                                                             88           184            60            78
Disposals (3)                                                        (24 )        (101 )         (19 )         (38 )
Depreciation and amortisation                                       (124 )        (162 )         (77 )         (97 )
Net foreign currency movements arising from                          (16 )         (10 )          (1 )          (1 )
self-sustaining foreign operations
Sale of operating assets (2)                                           -           (28 )           -             -
Balance at end of year                                               284           360           170           207

Application software
Balance at beginning of year                                         884           840           638           540
Additions                                                            304           380           165           254
Disposals (3)(4)                                                     (59 )        (147 )         (49 )        (103 )
Amortisation                                                        (152 )        (106 )        (100 )         (53 )
Net foreign currency movements arising from                          (22 )         (13 )           -             -
self-sustaining foreign operations
Sale of operating assets (2)                                           -           (70 )           -             -
Balance at end of year                                               955           884           654           638


--------------------

(1)       The fair values of freehold and leasehold land and buildings have been
determined by independent valuations.  Such valuations were performed on an open
market basis, being the amounts for which the assets could be exchanged between
a knowledgeable, willing buyer and a knowledgeable, willing seller in an arm's
length transaction at the valuation date (refer to note 1(u)).



(2)       The operating assets of HomeSide US were sold on March 1, 2002 (refer
to notes 4 and 5(b)).



(3)       Disposals include amounts written off as part of the restructuring
initiative of $132 million during 2002 (refer to note 5(a)).



(4)       Includes write-off of redundant components of the Integrated Systems
Implementation application software assets of $54 million during 2002 (refer to
note 5(a)).



23 Income tax assets


Future income tax benefits                                  1,203            1,292              679              741
Total income tax assets                                     1,203            1,292              679              741

Future income tax benefits comprise:
Specific provision for doubtful debts                         106               93              109               98
General provision for doubtful debts                          545              608              322              337
Other provisions                                              450              533              232              267
Statutory funds                                                80                4                -                -
Tax losses                                                     22               54               16               39
Total future income tax benefits                            1,203            1,292              679              741

Future income tax benefits not brought to
account

Future income tax benefits have not been brought
to account for the following items as
realisation of the benefits is not regarded as
virtually certain:

Capital gains tax losses (1)                                1,893            1,110                -                -
Income tax losses                                              55                -                -                -
Timing differences                                             19                -                -                -



                                      124
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--------------------

(1)       Includes maximum Australian and US capital gains tax losses in
relation to the sale of SR Investment, Inc. and the return of capital.



These future income tax benefits will only be obtained if:



*                  future assessable income is derived of a nature and an amount
sufficient to enable the benefit to be realised;



*                  the conditions for deductibility imposed by tax legislation
continue to be complied with; and



*                  no changes in tax legislation adversely affect the Group in
realising the benefit.



Australia's tax consolidation legislation has now been enacted allowing certain
corporate groups to elect to consolidate for Australian income tax purposes.  At
the date of signing this annual financial report, the Company had not made the
decision to elect to consolidate for income tax purposes.  On this basis, the
Group has applied Australian Urgent Issues Group Abstract UIG 39 "Effect of
Proposed Tax Consolidation Legislation on Deferred Tax Balances".  There was no
impact on the Company's or Group's future income tax benefits as at September
30, 2003 from the expected application of the tax consolidation legislation on
the Australian tax-consolidated group.  Refer also to note 59.



24 Goodwill


                                                                Group                             Company
                                                        2003             2002             2003              2002
                                                         $m               $m               $m                $m

At cost                                                     2,431            2,368                -                 -
Deduct: Accumulated amortisation                           (1,691 )         (1,593 )              -                 -
Total goodwill                                                740              775                -                 -



25 Other assets


Accrued interest receivable                                 1,312            2,242              740              744
Prepayments                                                   137            1,594               37              122
Receivables under contracts of sale                            31                4                -                -
Receivables from liquidator (1)                                17               32               17               32
Mortgage loans held for sale                                   18               85                -                -
Excess of net market value over net assets of               5,061            5,174                -                -
life insurance controlled entities
Other life insurance assets (2)
Accrued income receivable                                      48              127                -                -
Outstanding premiums receivable                                75               85                -                -
Unsettled investment transactions                              87              481                -                -
Other                                                         118              167                -                -
Prepaid pension costs                                         616              689                -                -
Other (3)                                                   2,530            3,471              529            1,137
Total other assets                                         10,050           14,151            1,323            2,035


--------------------

(1)       Represents the liquidators' estimate of the net return from entities
placed in voluntary liquidation.  Movements in the estimated net return other
than liquidators' distributions are recognised in the profit and loss account.



(2)       Refer to note 1(p) for restrictions on assets of the life insurance
business.



(3)       Includes securities sold but not yet settled, and accrued fees
receivable.



Excess of net market value over net assets of life insurance controlled entities



Life insurance entities within the Group are required to value their investments
in controlled entities at market value, with components of the change in the
excess of net market value over net assets reflected on the Group's statement of
financial performance (refer to note 1(p)). Valuations shown are directors'
valuations.  The valuations used are based on discounted cash flow valuations
prepared by Tillinghast-Towers Perrin, using, for Australian and New Zealand
entities, risk discount rates specified by the directors.



                                      125
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The following table analyses the excess of net market value over net assets of
National Australia Financial Management Limited's (NAFiM) controlled entities as
at September 30 for the years shown.  These controlled entities include MLC
Limited, MLC Lifetime Company Limited and overseas life insurance entities.  The
net market value and net assets of NAFiM are not included in this table.


                                                Group 2003                                  Group 2002
                                     Net           Net         Excess of         Net           Net         Excess of
                                   market         assets      net market       market         assets      net market
                                  value (1)                   value over      value (1)                   value over
                                                              net assets                                  net assets
                                     $m             $m            $m             $m             $m            $m
Insurance                              2,785           695          2,090          2,444           444          2,000
Investments                            3,707           768          2,939          3,847           694          3,153
Other                                    141           109             32            184           163             21
Total                                  6,633         1,572          5,061          6,475         1,301          5,174




--------------------
(1)  Significant assumptions used in the valuation basis underlying the directors' valuations include:


*       the valuations are based on the present value of estimated after-tax distributable profits together
        with the present value of 70% of attaching imputation credits in the case of Australian and New
        Zealand entities;

*       present values have been determined at the following risk discount rates:


                                                                          2003            2002
Life insurance business within Australia                                     11.0 %           11.0 %
Investment business within Australia                                    11.0-12.0 %      11.0-12.0 %
Business written in British pounds within the UK                             10.0 %           10.0 %
Business written in NZ dollars within New Zealand                       11.3-12.5 %      11.8-12.8 %
Life insurance business written in US dollars within Indonesia               12.5 %           12.5 %
Life insurance business written in Indonesian rupiah within                  17.0 %           20.5 %
Indonesia
Life insurance business written in US dollars within Hong Kong               12.5 %           12.5 %
Life insurance business written in Hong Kong dollars within Hong             12.5 %           12.5 %
Kong
Life insurance business written in Thai baht within Thailand                  n/a              n/a ; and


*      in the case of the life insurance entities, the value of future new business has been determined by
       applying a multiplier to the value of one year's sales.  The average multipliers used were as
       follows:


Life insurance business in Australia                                          9.1             10.1
Investment business within Australia                                          9.1              8.7
Business written in British pounds within the UK                              n/a              n/a
MLC (Hong Kong) Limited                                                       9.0              9.0
PT MLC Life Indonesia                                                         4.0              4.6
Business written in NZ dollars within New Zealand                             6.8              8.1
Advance MLC Assurance Co. Limited                                             n/a             n/a.



The following table provides an explanation of the changes in the Group's excess
of net market value over net assets of NAFiM's controlled entities from 2002 to
2003:


                                                                      Increase         Increase/           Total
                                                                         in          (decrease) in       increase/
                                                                      value of          value of       (decrease) in
                                                                      in force         future new        excess of
                                                                      business          business         net market
                                                                                                         value over
                                                                                                         net assets
                                                                         $m                $m                $m
Insurance                                                                      54                36                90
Investments                                                                   146              (360 )            (214 )
Other                                                                          11                 -                11
Total                                                                         211              (324 )            (113 )



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26 Due to other financial institutions


                                                                Group                            Company
                                                        2003             2002             2003             2002
                                                         $m               $m               $m               $m

Australia
Interest-bearing                                            2,630            3,171            2,627            3,171
Non-interest-bearing                                           37               26               37               26
                                                            2,667            3,197            2,664            3,197
Overseas
Interest-bearing                                           42,107           39,839           38,512           36,558
Non-interest-bearing                                          354              243              290              228
                                                           42,461           40,082           38,802           36,786
Total due to other financial institutions                  45,128           43,279           41,466           39,983



27 Deposits and other borrowings


Australia
Deposits
Deposits not bearing interest                               5,724            4,973            5,724            4,973
On-demand and short-term deposits (1)                      48,428           40,378           48,428           40,379
Certificates of deposit                                    15,902           13,361           15,825           13,282
Term deposits                                              26,653           25,870           26,546           25,763
Borrowings                                                 17,754           10,308           17,753           10,306
                                                          114,461           94,890          114,276           94,703
Overseas
Deposits
Deposits not bearing interest                               7,329            8,699              530              686
On-demand and short-term deposits (1)                      38,804           45,333            5,143            6,711
Certificates of deposit                                    15,299           22,739           11,929           20,243
Term deposits                                              28,764           27,442           12,774           12,542
Borrowings                                                  5,489            7,761               31                -
                                                           95,685          111,974           30,407           40,182
Total deposits and other borrowings                       210,146          206,864          144,683          134,885


--------------------

(1)       Deposits available on demand or lodged for periods of less than 30 days.



Funds are derived from well-diversified resources spread over the following
geographic locations.  Concentrations of deposits and other borrowings by
geographical location are based on the geographical location of the office in
which the deposits and other borrowings are recognised.


Australia                                                              114,461        94,890
Europe                                                                  57,628        73,176
New Zealand                                                             22,260        20,901
United States                                                           11,828        14,282
Asia                                                                     3,969         3,615
Total deposits and other borrowings                                    210,146       206,864



Maturities of deposits

The following table shows the maturity profile of the Group's certificates of
deposit and time deposits issued with a value of $100,000 or more at September
30, 2003:


                                            0 to 3          3 to 6         6 to 12         Over 12          Total
                                           month(s)         months          months          months
                                              $m              $m              $m              $m              $m
Australia
Certificates of deposit                        13,178           1,010             673           1,038          15,899
Time deposits                                  16,990           1,460             901             285          19,636
                                               30,168           2,470           1,574           1,323          35,535



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                                            0 to 3          3 to 6         6 to 12         Over 12          Total
                                           month(s)         months          months          months
                                              $m              $m              $m              $m              $m
Overseas
Certificates of deposit                         8,789           3,689           1,908             913          15,299
Time deposits                                  20,724           2,451           1,507           1,120          25,802
                                               29,513           6,140           3,415           2,033          41,101
Total certificates of deposit and              59,681           8,610           4,989           3,356          76,636
time deposits



Short-term borrowings

Short-term borrowings of the Group include the commercial paper programs of the
Company, National Australia Funding (Delaware), Inc., HomeSide US (for 2001
only) and Bank of New Zealand.  The following table sets forth information
concerning the Group's commercial paper programs for each of the last three
years ended September 30:


                                                                                         Group
                                                                        2003             2002             2001
                                                                         $m               $m               $m
Commercial paper (1)
Balance outstanding at balance date                                        14,555           11,167            8,616
Maximum outstanding at any month end                                       16,621           15,455           19,681
Approximate average amount outstanding during the year                     10,867            9,678           13,965
Approximate weighted average interest rate on
Balance outstanding at balance date (per annum)                               1.6 %            2.2 %            7.7 %
Average amount outstanding during the year (per annum)                        2.1 %            2.5 %            4.7 %


--------------------

(1)       The 2002 and 2001 years include the commercial paper programs of the
Company.  These programs were not included for the purpose of this table in
those years.  The balance outstanding of the Company's programs as at September
30, 2002 and September 30, 2001 was $4,076 million and $3,651 million
respectively.



28 Life insurance policy liabilities


                                                                Group                             Company
                                                        2003             2002             2003              2002
                                                         $m               $m               $m                $m

Business valued by projection method
Value of future policy benefits                             5,375            5,051                -                 -
Future bonuses                                                523              698                -                 -
Value of future expenses                                    1,078              831                -                 -
Future profit margins                                       1,442              714                -                 -
Value of future premiums                                   (5,352 )         (3,726 )              -                 -
Total business valued by projection method                  3,066            3,568                -                 -
Business valued by accumulation method
Value of future policy benefits                            29,784           27,268                -                 -
Future charges for acquisition costs                         (541 )           (536 )              -                 -
Total business valued by accumulation method               29,243           26,732                -                 -
Unvested policyholder benefits                                148              125                -                 -
Total policy liabilities (1)                               32,457           30,425                -                 -


--------------------

(1)       Included in the above policy liabilities are capital guarantees of
$4,328 million (2002: $4,303 million) provided on annuity products, money
invested in the cash options of investment-linked business, whole of life and
endowment policies and investment account policies.



The calculation of policy liabilities is subject to various actuarial
assumptions which are summarised in note 57.  All policy liabilities relate to
the business conducted in the statutory funds, including international life
insurance funds, and will be settled from the assets of each statutory fund
(refer to note 1(z)).



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29 Income tax liabilities


                                                                Group                             Company
                                                        2003             2002             2003              2002
                                                         $m               $m               $m                $m

Provision for income tax                                      725              689              319               520
Provision for deferred income tax                             812              920              243               294
Total income tax liabilities                                1,537            1,609              562               814

Provision for deferred income tax comprises:
Lease finance                                                  85              107               70                92
Leveraged leasing                                              74               74               73                74
Depreciation                                                   90               85               30                29
Statutory funds                                                16              (59 )              -                 -
Other timing differences                                      547              713               70                99
Total provision for deferred income tax                       812              920              243               294



30 Provisions


Final dividend (1)                                              -            1,151                -            1,151
Employee entitlements                                         574              528              476              450
Non-lending losses                                            174              146              111              113
Restructuring costs (2)                                       159              347               78              191
Specific provision for off-balance sheet                       16              105               10              104
credit-related commitments
Other                                                         339              532               93              114
Total provisions                                            1,262            2,809              768            2,123

Provision for restructuring costs comprises:
Termination benefits and outplacement                          96              236               29              120
Occupancy                                                      46               86               35               51
Other                                                          17               25               14               20
Total provision for restructuring costs                       159              347               78              191


--------------------

(1)       There is no provision for final dividend in respect of the year ended
September 30, 2003 as a result of a change in accounting policy.  The Group has
adopted the new Australian Accounting Standard AASB 1044 "Provisions, Contingent
Liabilities and Contingent Assets" for the first time from October 1, 2002.
Provision for dividends are now recognised at the time the dividends are
declared, determined or publicly recommended.  Previously, the Group recognised
a provision for dividend in the reporting period to which the dividend related,
even though the dividend was declared or announced after the end of that
reporting period.



(2)       Refer to note 5(a) for further details regarding significant
restructuring costs.



Reconciliations of movements in provisions


Final dividend
Balance at beginning of year                                1,151            1,054            1,151            1,054
Adjustment on adoption of AASB 1044 "Provisions,           (1,151 )              -           (1,151 )              -
Contingent Liabilities and Contingent Assets"
Provision                                                   2,255            2,266            2,255            2,266
Payments                                                   (2,255 )         (2,089 )         (2,255 )         (2,089 )
Provision no longer required                                    -              (80 )              -              (80 )
Balance at end of year                                          -            1,151                -            1,151

Non-lending losses
Balance at beginning of year                                  146               84              113               53
Provision                                                     100              182               34              109
Payments                                                      (49 )           (120 )            (36 )            (49 )
Provision no longer required                                  (23 )              -                -                -
Balance at end of year                                        174              146              111              113



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                                                                Group                            Company
                                                        2003             2002             2003             2002
                                                         $m               $m               $m               $m

Restructuring costs
Balance at beginning of year                                  347              111              191               78
Provision                                                       -              295                -              155
Payments                                                     (164 )            (47 )           (110 )            (30 )
Provision no longer required                                  (24 )            (12 )             (3 )            (12 )
Balance at end of year                                        159              347               78              191

Specific provision for off-balance sheet
credit-related commitments (1)
Balance at beginning of year                                  105               78              104               76
Provision                                                      13               45                8               45
Provision no longer required                                 (102 )            (18 )           (102 )            (17 )
Balance at end of year                                         16              105               10              104

Other
Balance at beginning of year                                  532              587              114               46
Provision                                                      34              102                1               85
Payments                                                      (60 )            (36 )            (22 )            (15 )
Sale of foreign controlled entity (2)                         (28 )              -                -                -
Provision no longer required                                 (139 )           (121 )              -               (2 )
Balance at end of year                                        339              532               93              114


--------------------

(1)       Movements in the specific provision for off-balance sheet credit
related commitments represent transfers to or from the provision for doubtful
debts.



(2)       Relates to the sale of SR Investment, Inc. on October 1, 2002 (refer
to note 5(a)).



31 Bonds, notes and subordinated debt


Medium-term notes                                          16,685           15,907           16,685           14,556
Other senior notes                                            614               90                -               90
Subordinated medium-term notes                              5,289            5,662            5,289            5,662
Other subordinated notes                                      130              530              130              530
Total bonds, notes and subordinated debt                   22,718           22,189           22,104           20,838
Net premiums and deferred gains/(losses)                      (11 )              3              (11 )              3
Total net bonds, notes and subordinated debt               22,707           22,192           22,093           20,841



The maturity analysis of bonds, notes and subordinated debt based on remaining
maturity is set out in note 41.



Medium-term notes



The Group operates a number of medium-term notes programs:



*                  under the Euro mediumterm notes program of the Company, notes
may be issued up to an aggregate amount of US$15.0 billion for terms of three
months or more.  At September 30, 2003, the Company had US$12.1 billion
outstanding under this program;



*                  under the US medium-term notes program of the Company, an
additional US$3.0 billion to US$5.0 billion.  As at September 30, 2003, the
Company had US$2.0 billion outstanding under this program;



*                  under the US medium-term notes program through the Company's
New York branch, notes may be issued up to an aggregate amount of US$1.0 billion
for terms of nine months or more.  At September 30, 2003, the Company had no
outstanding issues under this program; and



*                  under the HomeSide US medium-term notes program, notes were
issued up to an aggregate amount of US$3.6 billion for terms of nine months or
more.  At September 30, 2003, the Group had no outstanding issues under this
program.  On October 1, 2002, the Group sold SR Investment, Inc. (the parent
entity of HomeSide US) which included the sale of all outstanding medium-term
notes under this issue (refer to note 5(a)(i)).



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                                                                Group                            Company
                                                        2003             2002             2003             2002
                                                         $m               $m               $m               $m

Outstanding medium-term notes issued by the
Group pursuant to medium-term notes programs at
September 30 were as follows:

AUD Euro medium-term notes (1)                              2,785            1,025            2,785            1,025
EUR Euro medium-term notes (1)                              1,111            1,719            1,111            1,719
GBP Euro medium-term notes (1)                              2,701            2,304            2,701            2,304
HKD Euro medium-term notes (1)                              1,303            1,483            1,303            1,483
JPY Euro medium-term notes (1)                                536              310              536              310
NZD Euro medium-term notes (1)                                668              692              668              692
SGD Euro medium-term notes (1)                                 94              166               94              166
USD Euro medium-term notes (1)                              7,382            6,734            7,382            6,734
NOK Euro medium-term notes (1)                                105              123              105              123
USD medium-term notes (2)                                       -            1,351                -                -
Total medium-term notes                                    16,685           15,907           16,685           14,556


--------------------

(1)       Notes issued under the Company's Euro medium-term notes program.



(2)       Notes issued under the Group's US medium-term notes programs through
HomeSide Lending, Inc.  Under the HomeSide US medium-term notes program, notes
were issued up to an aggregate amount of US$3.6 billion for terms of nine months
or more. On October 1, 2002, the Group sold SR Investment, Inc (the parent
entity of HomeSide US), which included the sale of all outstanding medium-term
notes under this issue (refer to note 5(a)(i)).



Other senior notes

The Group has conducted a number of stand-alone note issues.



Outstanding other senior notes issued by the Group under stand-alone programs as
at September 30 were as follows:


LUF 2,000m 6.875% notes due 30/12/2002(1)                      -               90                -               90
GBP 250m structured finance bond issue due 3/09              614                -                -                -
/2008
Total other senior notes                                     614               90                -               90


--------------------

(1)       Notes issued under the Company's stand-alone notes programs.



Subordinated notes

Certain notes are subordinated in right of payment to the claims of depositors
and all other creditors of the Company.  Subordinated notes with an original
maturity of at least five years constitute Tier 2 capital as defined by APRA for
capital adequacy purposes.



Subordinated medium-term notes

Subordinated notes have been issued under the Euro medium-term notes and the US
medium-term notes programs of the Company, described above.



Outstanding subordinated medium-term notes issued by the Company under
medium-term notes programs as at September 30 were as follows:


USD subordinated Euro medium-term notes (1)
USD 30m subordinated Euro medium-term notes due                -               55                -               55
20/11/2007 (3)
USD 200m subordinated Euro medium-term notes                   -              368                -              368
due 23/01/2008 (3)
USD 300m subordinated Euro medium-term notes                 441                -              441                -
due 12/03/2008
USD 150m subordinated Euro medium-term notes                   -              276                -              276
due 15/09/2008 (3)
USD 100m subordinated Euro medium-term notes                 147              184              147              184
due 15/06/2009
USD 200m subordinated Euro medium-term notes                 294              368              294              368
due 8/05/2011
USD 300m subordinated Euro medium-term notes                 441                -              441                -
due 29/08/2013

USD subordinated medium-term notes (2)
USD 400m subordinated medium-term notes due                   -              735                -              735
10/12/2007 (3)
USD 400m subordinated medium-term notes due                  588              735              588              735
10/12/2007
USD 700m subordinated medium-term notes due                1,029            1,287            1,029            1,287
19/05/2010
USD 900m subordinated medium-term notes due                1,322            1,654            1,322            1,654
19/05/2010
EUR subordinated Euro medium-term notes (1)
EUR 600m subordinated Euro medium term notes               1,027                -            1,027                -
due 4/06/2015
Total subordinated medium-term notes                       5,289            5,662            5,289            5,662


--------------------

(1)       Notes issued under the Company's Euro medium-term notes program.



                                      131
--------------------------------------------------------------------------------




(2)       Notes issued under the Company's US medium-term notes program.



(3)       The call options to redeem these subordinated medium-term notes were
exercised during 2003.  The notes were redeemed in full.



Other subordinated notes



The Company has conducted a number of stand-alone subordinated note issues.



Outstanding other subordinated notes issued by the Company under stand-alone
programs as at September 30 were as follows:


                                                                Group                            Company
                                                        2003             2002             2003             2002
                                                         $m               $m               $m               $m

AUD 22m subordinated floating rate notes due                   22               22               22               22
8/06/2004 (1)
AUD 25m subordinated floating rate notes due                   25               25               25               25
8/06/2006 (1)
AUD 250m subordinated floating rate notes due                   -              250                -              250
25/11/2007 (2)
AUD 150m 6.25% subordinated notes due 25/11/2007                -              150                -              150
(2)
AUD 40m subordinated floating rate notes due                   40               43               40               43
8/06/2008 (1)
AUD 3m subordinated floating rate notes due                     3                -                3                -
8/06/2010
AUD 20m 7.5% subordinated notes due 15/12/2027                 20               20               20               20
AUD 20m 7.5% subordinated notes due 15/06/2028                 20               20               20               20
Total other subordinated notes                                130              530              130              530


--------------------

(1)       These extendable notes were initially issued with a maturity of June
8, 2000.  $110 million were redeemed on June 10, 1997.  As from June 8, 2001,
$22 million have a maturity date of June 8, 2004, $25 million have a maturity
date of June 8, 2006 and the remaining $40 million have a maturity date of June
8, 2008.



(2)       The call options to redeem these subordinated notes were exercised
during 2003.  The notes were redeemed in full.



32 Other debt issues


Perpetual floating rate notes                                 367              460              367              460
Exchangeable capital units                                  1,262            1,262                -                -
Fixed rate securities                                         114              144                -                -
Total other debt issues                                     1,743            1,866              367              460



Perpetual floating rate notes

On October 9, 1986, the Company issued US$250 million (A$460 million) undated
subordinated floating rate notes.  Interest is payable semi-annually in arrears
in April and October at a rate of 0.15% per annum above the arithmetic average
of the rates offered by the reference banks for six month US dollar deposits in
London.



The notes are unsecured obligations of the Company, subordinated in that:



*                  payments of principal and interest on the notes will only be
payable to the extent that, after such payment, the Company remains solvent;



*                  the payment of interest will also be optional if a dividend
has not been declared, paid or made in the preceding 12 months; and



*                  in the event of the winding-up of the Company, the rights of
the noteholders will rank in preference only to the rights of preferred and
ordinary shareholders and creditors whose claims rank, or are expressed to rank,
after the noteholders and couponholders.



The notes have no final maturity.  All or some of the notes may be redeemed at
the option of the Company with the prior consent of APRA.



Exchangeable capital units

On March 19, 1997, National Australia Capital Securities (UK) PLC, a controlled
entity, received funds following the issue of 40 million exchangeable capital
units at US$25 each with a cumulative return of 7 7/8% per annum.  Under the
terms of the exchangeable capital units, the Company has the option to require
the exchange of all, but not part, of the exchangeable capital units at any time
for 7 7/8% convertible non-cumulative preference shares of the Company.  Holders
of the exchangeable capital units or the convertible non-cumulative preference
shares have the option at any time to exchange their holdings for ordinary
shares of the Company (or, at the Company's option, cash) initially at the rate
of 1.6365 ordinary shares per exchangeable capital unit or convertible
non-cumulative preference share, subject to anti-dilution provisions.



As a result of a holder of exchangeable capital units exercising the option to
exchange their holdings for ordinary shares of the Company, the number of
exchangeable capital units at September 30, 2003 is 39,999,800.



The Company has the right to redeem all or part of the exchangeable capital
units or redeem all or part of the convertible non-cumulative preference shares
under a special offer at any time after March 19, 2007, with the prior consent
of APRA.



                                      132
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Fixed rate securities

MLC Limited has US$75 million (A$114 million) (2002: US$75 million, A$144
million) of funds raised through the issue of subordinated securities in a
global offering outside Australia.  The  securities have a fixed coupon of 7.53%
per annum until July 2004, have no stated maturity and are redeemable at the
option of MLC Limited.  Of this debt, US$30 million (A$45 million) (2002: US$32
million, A$63 million) resides in the shareholders' fund of MLC Limited and
supports the investment in HK MLC Holdings Limited.  The balance of the debt is
held in the statutory funds of MLC Limited.  The subordinated debt is measured
at net present value of the payments to the next restatement date, July 14,
2004.



33 Other liabilities


                                                                Group                             Company
                                                        2003             2002             2003              2002
                                                         $m               $m               $m                $m

Accrued interest payable                                    1,282            1,962              896               872
Notes in circulation                                        2,349            2,579                -                 -
Other life insurance liabilities (1)
Unsettled investment liabilities                              301              935                -                 -
Outstanding policy claims                                      79               84                -                 -
Reinsurance creditors                                          68               84                -                 -
Other                                                         110              221                -                 -
Other                                                      10,050            7,753            6,396             2,184
                                                           14,239           13,618            7,292             3,056


--------------------

(1)       Life insurance statutory fund liabilities are quarantined and will be
settled from the assets of the statutory funds (refer to note 1(p)).



34 Contributed equity


                                                            Group                                  Company
                                             2003            2002            2001            2003            2002
                                              $m              $m              $m              $m              $m

Issued and paid-up share capital
Ordinary shares, fully paid                     6,078           7,256           8,050           6,078           7,256
Ordinary shares, partly paid to 25                  -               -               -               -               -
cents(1)
Preference shares, fully paid                     730             730             730             730             730
Other contributed equity
National Income Securities                      1,945           1,945           1,945           1,945           1,945
Trust Preferred Securities                        975               -               -               -               -
                                                9,728           9,931          10,725           8,753           9,931


--------------------

(1)       Ordinary shares, partly paid to 25 cents have a value of less than $1
million.



Reconciliations of movements in contributed equity


Ordinary share capital
Balance at beginning of year                    7,256           8,050           7,180           7,256           8,050
Shares issued
Dividend reinvestment plan                        170             323             610             170             323
Executive option plan                               -               -              10               -               -
Executive option plan no. 2 (1)                   135              81             195             135              81
Share purchase plan                                80              47              52              80              47
Paying up of partly paid shares                     2               3               3               2               3
Shares bought back                             (1,565 )        (1,248 )             -          (1,565 )        (1,248 )
Balance at end of year                          6,078           7,256           8,050           6,078           7,256



                                      133
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The number of ordinary shares on issue for the last three years at September 30
was as follows:


                                                                                        Company
                                                                        2003             2002             2001
                                                                      No. '000         No. '000         No. '000
Ordinary shares, fully paid
Balance at beginning of year                                            1,533,920        1,550,303        1,514,361
Shares issued
Dividend reinvestment plan                                                  5,161            9,812           19,185
Bonus share plan                                                            3,187            2,613            2,655
Staff share ownership plan (1)                                                501              623              105
Staff share allocation plan (1)                                             1,065              734              666
Executive option plan                                                           -                -              807
Executive option plan no. 2 (1)                                             6,395            4,235           10,389
Share purchase plan                                                         2,435            1,399            1,657
Paying up of partly paid shares                                               241              352              478
Shares bought back                                                        (48,949 )        (36,151 )              -
                                                                        1,503,956        1,533,920        1,550,303
Ordinary shares, partly paid to 25 cents
Balance at beginning of year                                                  920            1,272            1,750
Paying up of partly paid shares                                              (241 )           (352 )           (478 )
                                                                              679              920            1,272
Total number of ordinary shares on issue at end of year                 1,504,635        1,534,840        1,551,575


--------------------

(1)       Refer to note 39 for details on employee share and option plans.



Holders of ordinary shares are entitled to receive dividends as declared from
time to time and are entitled to one vote per share on a show of hands or, on a
poll, one vote for each fully paid ordinary share held at shareholders'
meetings.



In the event of a winding-up of the Company, ordinary shareholders rank after
all other shareholders and creditors and are fully entitled to any residual
proceeds of liquidation.



During 2003, the Company completed an on-market buy-back of 48,949,487 (2002:
36,150,513) fully paid ordinary shares, representing 3.3% (2002: 2.4%) of fully
paid ordinary shares on issue.  The total consideration for shares bought back
on-market was $1,565 million (2002: $1,248 million), being an average, including
incidental costs, of $31.98 per share (2002: $34.52 per share). The highest
price paid per share was $34.35 (2002: $36.05) and the lowest price paid was
$28.40 ((2002: $31.00).


                                                            Group                                  Company
                                             2003            2002            2001            2003            2002
                                              $m              $m              $m              $m              $m
Preference shares
Balance at beginning of year                      730             730             730             730             730
Balance at end of year                            730             730             730             730             730



On September 30, 1998, a total of 32,008,000 fully paid non-converting
non-cumulative preference shares of the Company with a liquidation preference of
US$12.50 per share (TrUEPrSSM preference shares) were issued to a depositary in
connection with an issue of 16,004,000 Trust Units Exchangeable for Preferred
SharesTM (TrUEPrS) by NAB Exchangeable Preferred Trust, a Delaware business
trust that is not controlled by the Company.  The underwriters with respect to
the TrUEPrS issue subsequently exercised an option resulting in a further
issuance of 2,000,000 TrUEPrS (and accordingly, in the issue of a further
4,000,000 TrUEPrS preference shares).



The holders of TrUEPrS receive distributions quarterly in arrears at the rate of
8% per annum on a non-cumulative basis.  On December 31, 2047, or the earlier
occurrence of certain other exchange events, the holders of TrUEPrS can be
required to exchange their TrUEPrS for American depositary shares representing
TrUEPrS preference shares, or for cash in some limited circumstances.  Until
that time, the TrUEPrS preference shares do not pay dividends.  After such an
exchange event occurs, the TrUEPrS preference shares will automatically convert
into non-cumulative preference shares of the Company paying a dividend of 8% per
annum, if declared.



If a dividend is not paid on the TrUEPrS preference shares, the Company cannot,
in certain circumstances, pay distributions, redeem, buy back or reduce capital
on any other shares of the Company that rank equally with or junior to the
TrUEPrS preference shares.



Holders of the TrUEPrS preference shares are entitled to vote together with the
holders of ordinary shares in the Company (to the extent that these shareholders
are entitled to vote) on the basis of one vote per TrUEPrS preference share on a
limited number of matters including any proposal to wind up the Company or any
proposal to affect the rights attaching to the TrUEPrS preference shares.



                                      134
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The TrUEPrS preference shares are redeemable, in certain limited circumstances,
prior to the fifth anniversary of their issue date, and after the fifth
anniversary of the issue date, at the Company's election at a redemption price
of US$12.50 each plus accrued dividends, if any.  The terms of the TrUEPrS
preference shares also provide, subject to certain conditions, for a reduction
of the share capital of the TrUEPrS preference shares of US$12.49, followed by a
redemption of the outstanding share capital attributed to those shares of
US$0.01, and for holders to accept a buy-back offer, if made by the Company at a
price of US$12.50 plus accrued dividends, if any, for each TrUEPrS preference
share.



In a winding-up of the Company, holders of TrUEPrS preference shares will
generally rank equally with the holders of other preference shares and will rank
for return of capital on the TrUEPrS preference shares in priority to ordinary
shareholders.  After certain exchange events occur (as referred to above),
TrUEPrS preference shares will rank in priority to ordinary shares and equally
with other preference shares as to dividends.  Presently, the Company's other
preference shares consist of the preference shares issued in connection with
National Income Securities, which are described below.  Preference shares may
also be issued by the Company in connection with its exchangeable capital units
and the Trust Preferred Securities, described below.



TrUEPrSSM is a service mark of Merrill Lynch & Co., Inc.


                                                            Group                                  Company
                                             2003            2002            2001            2003            2002
                                              $m              $m              $m              $m              $m
National Income Securities
Balance at beginning of year                    1,945           1,945           1,945           1,945           1,945
Balance at end of year                          1,945           1,945           1,945           1,945           1,945



On June 29, 1999, the Company issued 20 million National Income Securities (NIS)
at A$100 each.  These securities are stapled securities, comprising one fully
paid note of A$100 issued by the Company through its New York branch and one
unpaid preference share issued by the Company (NIS preference share).  The
amount unpaid on a NIS preference share will become due in certain limited
circumstances, such as if an event of default occurs.  If the amount unpaid ona
NIS preference share becomes due, the holder can, and must, transfer to the
Company the note stapled to that NIS preference share.  The transfer of the note
to the Company will satisfy the holder's obligation to pay up the amount on the
NIS preference share.  The holder will then hold a fully paid NIS preference
share.



Each holder of NIS is entitled to non-cumulative distributions based on a rate
equal to the Australian 90 day bank bill rate plus 1.25% per annum, payable
quarterly in arrears commencing on August 15, 1999.  A minimum interest rate of
at least 6% per annum was payable until May 15, 2000.  Holders of NIS preference
shares are not entitled to dividends until the NIS preference shares become
fully paid.  If the NIS preference shares become fully-paid, holders will
receive, if declared, a dividend calculated at the same rate and payable on the
same basis as for the NIS.



If a dividend is not paid on the NIS preference shares, the Company cannot, in
certain circumstances, pay distributions, redeem, buy back or reduce capital on
any other shares of the Company that rank equally with or junior to the NIS
preference shares.



Holders of the NIS preference shares are entitled to vote together with the
holders of ordinary shares in the Company (to the extent that these shareholders
are entitled to vote) on the basis of one vote per NIS preference share on a
limited number of matters including any proposal to wind-up the Company or any
proposal to affect the rights attaching to the NIS preference shares.



With the prior consent of APRA, the Company may redeem each note for A$100 (plus
any accrued distributions) and buy back or cancel the NIS preference share
stapled to the note for no consideration.  This may take place at any time after
the fifth anniversary of the issue date of the NIS or earlier in certain limited
circumstances.



NIS have no maturity date, are quoted on ASX and on a winding-up of the Company
will rank for a return of capital behind all deposit liabilities and creditors
of the Company, but ahead of ordinary shareholders.  In a winding-up of the
Company, the holders of fully paid NIS preference shares issued in connection
with the NIS will generally rank equally with the holders of other preference
shares of the Company with the same number with respect to priority on payment
in a winding-up as specified in accordance with the Company's constitution), and
will rank for a return of capital on the NIS preference shares in priority to
the holders of ordinary shares.  Presently, the only other class of preference
shares on issue is the preference shares issued in connection with the TrUEPrS,
which are described above, and which rank equally with the NIS preference shares
with respect to priority on payment in a winding-up.  Preference shares may also
be issued by the Company in connection with the exchangeable capital units and
the Trust Preferred Securities.


                                                            Group                                  Company
                                             2003            2002            2001            2003            2002
                                              $m              $m              $m              $m              $m
Trust Preferred Securities
Trust Preferred Securities issued                 975               -               -               -               -
Balance at end of year                            975               -               -               -               -



On September 29, 2003, the Group raised GBP400 million through the issue by
National Capital Trust I (a controlled entity formed in Delaware) of 400,000
Trust Preferred Securities at GBP1,000 each, to be used by the Company's London
branch.  Each Trust Preferred Security earns a non-cumulative distribution,
payable semi-annually in arrears until December 17, 2018 equal to 5.62% per
annum and, in respect of each five year period after that date, a non-cumulative
distribution payable semi-annually in arrears at a rate equal to the sum of the
yield to maturity of the five-year benchmark UK government bond at the start of
that period plus 1.93%.  The securities are constituted by instruments governed
by New York and Delaware law.



                                      135
--------------------------------------------------------------------------------




In certain limited circumstances, the Trust Preferred Securities will be
exchanged for redeemable preference shares in the Company (TPS preference
shares).  These take the form of Global Depositary Shares evidenced by Global
Depositary Receipts.  The circumstances in which the exchange event will occur
include if a distribution is not paid on the Trust Preferred Securities or if
the Company does not maintain certain prudential regulatory standards.  The
Company also has discretion to exchange the Trust Preferred Securities for TPS
preference shares at any time.



If issued, each holder of a TPS preference share would receive, if declared,
non-cumulative dividends calculated at the same rate and payable on the same
basis as apply to the Trust Preferred Securities.



If a distribution is not paid on the Trust Preferred Securities, or a dividend
is not paid on the TPS preference shares, the Company cannot, with certain
exceptions, pay distributions, redeem, buy back or reduce capital on any other
shares or other capital instruments of the Company that rank equally with or
junior to the securities unless it has paid 12 months distributions on the
securities or an optional dividend.



Holders of the TPS preference shares (if issued) would be entitled to vote
together with the holders of ordinary shares in the Company (to the extent that
these shareholders were entitled to vote) on the basis of one vote per TPS
preference share on a limited number of matters, including any proposal to
wind-up the Company or any proposal to affect the rights attaching to the TPS
preference shares.



With the prior consent of APRA, the Trust Preferred Securities may be redeemed
by the issuer in certain limited circumstances.  These circumstances are on
December 17, 2018 and on every subsequent fifth anniversary, in which case the
redemption price is GBP1,000 per Trust Preferred Security plus the unpaid
distributions for the last six-month distribution period, and otherwise only
where certain adverse tax or regulatory events have occurred, in which case the
redemption price may include a 'make-whole' adjustment to compensate the
investor for the investment opportunity lost by the early redemption (except
where the tax event relates to withholding tax).



The TPS preference shares may be redeemed at any time after their issue (except
where the Company has exercised its discretion to issue the TPS preference
shares, in which case they can only be redeemed if certain adverse tax or
regulatory events have occurred).  The redemption price includes a '
make-whole'adjustment to compensate the investor for the investment opportunity
lost by the early redemption (except where the redemption relates to withholding
tax).  The TPS preference shares may also be redeemed on December 17, 2018 and
on any subsequent fifth anniversary at par value of GBP1,000 per share plus the
unpaid dividend for the last six month dividend period.



In a winding-up of the Company, the Trust Preferred Securities and (if issued)
the TPS preference shares will generally rank equally with the holders of other
preference shares and will rank for return of capital behind all deposit
liabilities and creditors of the Company, but ahead of ordinary shareholders.



35 Reserves


                                                            Group                                  Company
                                             2003            2002            2001            2003            2002
                                              $m              $m              $m              $m              $m

General reserve                                 1,128             856             649              12              11
Asset revaluation reserve                          16               7              16               8               8
Foreign currency translation reserve             (251 )         1,242           1,762              14              54
Total reserves                                    893           2,105           2,427              34              73

Reconciliations of movements in
reserves

General reserve
Balance at beginning of year                      856             649             422              11               9
Transfer from retained profits                    272             207             227               1               2
Balance at end of year                          1,128             856             649              12              11



The general reserve includes statutory funds' retained profits from the Group's
life insurance business.  Profits from the statutory funds are not immediately
available for distribution.  These profits will only be available after the
respective life company's board has approved the transfer of surpluses from the
statutory funds to the shareholders' fund.


Asset revaluation reserve
Balance at beginning of year                       7              16              14               8               5
Net increment on revaluation of land               9               9               8               -               3
and buildings
Transfer to retained profits                       -             (18 )            (6 )             -               -
Balance at end of year                            16               7              16               8               8



The asset revaluation reserve includes the net revaluation increments and
decrements arising from the revaluation of non-current assets in accordance with
Australian Accounting Standard AASB 1041 "Revaluation of Non-Current Assets".



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Foreign currency translation reserve
Balance at beginning of year                   1,242           1,762           1,570              54              80
Currency translation adjustments              (1,251 )          (520 )         1,380             (40 )             -
Transfer to retained profits                       -               -             (70 )             -             (26 )
Transfer to retained profits on sale            (242 )             -          (1,118 )             -               -
of foreign controlled entity
Balance at end of year                          (251 )         1,242           1,762              14              54



The foreign currency translation reserve records the foreign currency
differences arising from the translation of self-ustaining foreign operations,
the translation of transactions that hedge the Company's net investment in a
foreign operation or the translation of foreign currency monetary items forming
part of the net investment in a self-sustaining operation.



36 Retained profits


Balance at beginning of year                   11,148          10,337           9,500           7,306           7,083
Net profit attributable to members of           3,955           3,373           2,083           5,720           2,502
the Company
Net effect on adoption of AASB 1044 "
Provisions, Contingent Liabilities
and Contingent Assets"                          1,151               -               -           1,151               -
Transfer to general reserve                      (272 )          (207 )          (227 )            (1 )            (2 )
Transfer from asset revaluation                     -              18               6               -               -
reserve
Transfer from foreign currency                      -               -              70               -              26
translation reserve
Transfer from foreign currency
translation reserve on sale of
foreign
controlled entity                                 242               -           1,118               -               -
Dividends paid or provided for                 (2,255 )        (2,266 )        (2,080 )        (2,255 )        (2,266 )
Dividend provision not required                     -              80              80               -              80
Distributions on other equity                    (183 )          (187 )          (213 )          (122 )          (117 )
instruments
Balance at end of year                         13,786          11,148          10,337          11,799           7,306



37 Outside equity interest


Life Insurance Business
Contributed equity                              2,288              68              74               -               -
Reserves                                          (26 )             -               -               -               -
Retained profits/(accumulated losses)             352              (1 )            (6 )             -               -
Outside equity interest -Life                   2,614              67              68               -               -
insurance business (1)
Other
Contributed equity                                198               -               -               -               -
Accumulated losses                                 (8 )             -               -               -               -
Outside equity interest -Other                    190               -               -               -               -
Total outside equity interest                   2,804              67              68               -               -


--------------------

(1)       During 2003, the Group's life insurance statutory funds reorganised
their business operating model to increase the level of investments held through
registered schemes rather than directly held investments in debt and equity
securities.  As the statutory funds are considered to have the capacity to
control a certain number of these registered schemes, the Group has consolidated
them.  Refer to notes 1(g) and 43(e).



38 Total equity reconciliation


Balance at beginning of year                   23,251          23,557          21,407          17,310          17,902
Total changes in equity recognised in           3,864           2,862           3,471           6,831           2,505
the statement of financial
performance (1)
Transactions with owners as owners
Contributions of equity                         1,362             454             870             387             454
Share buy-back                                 (1,565 )        (1,248 )             -          (1,565 )        (1,248 )
Dividends (2)                                  (2,255 )        (2,186 )        (2,000 )        (2,255 )        (2,186 )
Distributions on other equity                    (183 )          (187 )          (213 )          (122 )          (117 )
instruments
Total changes in outside equity                 2,737              (1 )            22               -               -
interest
Balance at end of year                         27,211          23,251          23,557          20,586          17,310


--------------------

(1)       This represents comprehensive income using US GAAP terminology (refer
to note 58 for total comprehensive income under US GAAP).



(2)       Comprises dividends paid or provided for net of dividend provisions
not required.



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