(Translation of registrant's name into English)

800 TOORAK ROAD, TOORONGA, VICTORIA, AUSTRALIA

(Address of principal executive offices)

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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorised.

Date September 22, 2004

Coles Myer Ltd.

ABN 11 004 089 936

800 Toorak Road, Tooronga, 3146

Telephone (03) 9829 3111

Facsimile (03) 9829 6787

Postal Address: PO Box 2000, Glen Iris, 3146

News Release

"This is the highest annual profit in Coles Myer's history, an outstanding result in which all of our major businesses have significantly improved their quality of sales and earnings," Coles Myer Chief Executive Officer John Fletcher said.

"Three years into our five year turnaround journey, we have delivered against the progressive strategic milestones we set for ourselves.

"Profit and sales have grown double-digit, our balance sheet is strong, we are running ahead of our cost savings targets and our cash flows are excellent.

"We are well on the way to achieving our $800 million aspirational target in FY2006, with many opportunities ahead to further grow our business.

"The business is clearly achieving our goals of growing shareholder value through delighting our customers and being the best team," Mr Fletcher said.

The Food and Liquor business has reported its best annual profit growth in six years and the non-food businesses have made excellent progress against their rebuild strategies. Margins increased in all business groups during the year.

Our newest business, Coles Express, surpassed all expectations in its first year of trading, reporting retail EBIT of $20.1 million, easily exceeding its cost of capital and being EPS positive in its own right.

While our non-food businesses - consistent with the retail sector as a whole - benefited from the Federal Government's family assistance package and a stronger Australian dollar, these provided 'icing on the cake' to what was a great performance without these bonuses.

Currency movements did not have a material benefit within the profit result. The impact of currency movements applies largely only to goods sourced directly from overseas in our non-food brands, amounting to less than 10% of product cost in these businesses. Even then, a considerable proportion of the benefit received in regard to these goods is passed back to the customer through lower prices in a competitive market, consistent with many other retailers.

Group cost savings of $339 million have been achieved over the past three years, exceeding our target of $300 million. Excluding the impact of 2003 accounting policy changes, the cost of doing business decreased for Food and Liquor and the non-food brands during the year.

The balance sheet has further strengthened, featuring negative working capital. Return on investment increased to 21.6%, up from 17.9% in 2003. Operating cashflow of $1,338.3 million and free cashflow of $627.8 million was generated.

After a credit adjustment from the Kmart NZ onerous lease provision and an interest benefit from the Employee Share Plan restructure, headline net profit after tax for the year was $616.5 million.

Directors have declared a fully franked final dividend of 15.0 cents per share, bringing the full year dividend to 29.0 cents per share, an increase of 3.0 cents on last year.

Given the strength of the company's balance sheet and cashflow, the Board has resolved to suspend the Dividend Reinvestment Plan. The final dividend, due on 8 November 2004, will therefore be paid in cash to all shareholders. Other capital management initiatives are planned for FY2005, with details to be provided during the year.

All of our businesses are focused on delighting our customers with great value, great range and great convenience. We continue to drive value for our customers through reinvesting in price, underpinned by our ongoing efficiencies.

As part of this, we are also offering Australia's best retail loyalty program, which includes the exceptionally popular Coles Express fuel discount, upgraded FlyBuys, Coles Myer Source MasterCard and the new Myer One program.

We have also launched the Coles Myer Gift Card and Coles Myer Insurance Claim Card. Both are market leading, both are highly innovative and both are absolutely customer-focused products.

Coles, Bi-Lo, Liquorland, Vintage Cellars, Target, Kmart, Myer, Megamart and Officeworks are each offering a brand-specific gift card and, for the first time ever, customers will be able to buy from point-of-sale a Coles Myer Gift Card that can be used across all of these brands. Coles Myer Gift Cards allow us to leverage the scale of Coles Myer by offering customers a single product that can be used across the length and breadth of the majority of our brands.

We have also introduced the Coles Myer Insurance Claim Card. Insurers will offer this PIN-protected card as an easy alternative for people to settle their insurance claims. Like the Gift Card, the technology behind the insurance card allows for the balance to be progressively decreased as purchases are made at our stores.

Both the Gift Card and Insurance Claim Card products put us very much at the cutting edge of an exciting and emerging market.

Building the best team and right culture at Coles Myer is critical to our success. We continue to focus on the four key elements we believe will deliver an exceptional team and culture.

Our on-line recruiting service, www.careers.colesmyer.com, continues to provide a leading edge solution for internal and external candidates with more than 70,000 registrations received for Coles Myer's recent seasonal recruitment campaign alone. Following on from the successful launch of the Coles Myer Institute this year, more than 80,000 Coles Myer team members have participated in some form of professional development. The Institute now offers more than 140 units, modules and full qualifications to all Coles Myer team members.

Performance, reward and recognition. We continue to align informal recognition as well as short and long term incentive plans to reward the successful achievement of our business goals.

Our Safety RIGHT NOW program has increased focus on safety in the workplace for all Coles Myer team members. This has involved safety training and awareness across the whole business, ensuring a safe working and shopping environment. Senior leadership teams are also actively involved in developing and implementing safety strategies across our CML businesses.

Coles Myer continues to be the largest private sector employer in Australia, with our team increasing by 14,000 to 176,000 over the year.

The outlook for the Group remains positive, as we make strong progress towards our $800 million aspirational target for FY2006.

As anticipated, the phase-out of the Shareholder Discount Card has had only a marginal impact on Group sales during the quarter to date, and is contributing to earnings growth in line with strategy. We are delighted that in the first eight weeks of FY2005, sales across the Group (excluding Coles Express) increased by 6.5%, notwithstanding the removal of the discount.

For the FY2005 year, the Food and Liquor business is expected to deliver upper-single digit sales growth through great value, convenience and innovative offers. We anticipate Food and Liquor comparative store sales growth in line with FY2004, at around 4%.

For the combined non-food businesses, we expect mid-single digit sales growth in FY2005, in line with strategy and as experienced in the first eight weeks of the first quarter.

Consistent with previous years, earnings guidance will be provided at the Annual General Meeting (18 November 2004).

Steven Cain, Group Managing Director Food, Liquor and Fuel, said that the Food and Liquor business reported its strongest profit growth in six years.

"The focus on delighting customers is clearly delivering results," Mr Cain said.

"Our market share has increased through the high degree of customer satisfaction with our new fuel and fresh food offers, along with improved perceptions of the real value we offer in our stores. As a result, sales momentum increased over the year, with fourth quarter Food and Liquor sales growth of 9.4%.

"New fresh produce departments with their 'market' look are now a feature in the majority of Coles stores, supported by better product quality. Fresh food improvements have also benefited customer traffic, assisting sales growth across the store.

"Our leadership position in house-brand ranges continues to strengthen, with Coles and Bi-Lo further improving and expanding their already successful ranges. Over 4,000 house-brand products are now on offer in our supermarkets in response to growing customer demand. This important and high margin segment is expected to represent 30% of supermarket sales by FY2007.

"The Food and Liquor retail EBIT margin rose by 13 basis points to 3.77% over the year. This reflects sales leverage, reduced shrinkage and waste, and continued streamlining of costs. The margin increase was achieved despite the short-term impact of double loyalty costs incurred in the second half - both shareholder discount and fuel discount.

"The Food and Liquor CODB to sales ratio (excluding Coles Express) fell by 50 basis points to 20.55%, establishing Coles Myer as the lowest cost food and liquor operator in Australia. Operating gross margin was 24.32% (2003: 24.69%), reflecting double loyalty costs and the strategic reinvestment of cost savings to underpin our value offer for customers.

"The Coles Myer Liquor Group's central team was relocated to Melbourne ahead of schedule in August 2004, which will enable our Food and Liquor teams to work more closely on innovative ways to delight our customers and to benefit from cross-brand career development opportunities. Relocation costs of $14.6 million pre-tax were incurred in the second half as a result.

"The store expansion program continued to plan, with 29 supermarkets and 21 liquor outlets opened in the year. Store openings in the order of 30 supermarkets and 20 liquor stores are expected in FY2005, with respective net store increases (after closures and replacements) of approximately 26 and 14 expected.

"To increase the pace of growth of our business, we have recently moved the Coles and Bi-Lo support structures into one integrated supermarket team. The new structure removes layers and duplication, enabling greater agility and speed to market with new and improved customer offers. Additional resources have been reinvested into our strategic areas of fresh food and house-brands, further elevating their focus to deliver the best value and most convenient offer for customers," Mr Cain said.

Looking ahead, the Food and Liquor business is well positioned for growth, driven by:

• great value and innovative offers;
• continued improvement of fresh food categories, including meat, deli and bakery;
• growth of our successful house-brands;
• leveraging the CML loyalty program;
• network expansion; and
• a positive sector outlook.

Coles Express, incorporating fuel and convenience stores, reported retail EBIT of $20.1 million in its first year of trading. This new business has already exceeded its cost of capital by a considerable margin and was EPS positive in FY2004 in its own right.

Coles Express was launched in Victoria in July 2003, with the progressive national roll-out completed by March 2004. The total network of 598 sites provides the Group with clear leadership in both the fuel and convenience retailing channels, leveraging off its quality Shell fuel offer, prime locations and well established convenience stores.

As a consequence of the outstanding customer response to our fuel offer, the Coles Express network is now expected to generate annual sales of around $4.5 billion in FY2005.

Fuel discounts are a key part of the Group's loyalty program and are being used in different and innovative ways to delight customers. This recently included the 'FlyBuys for fuel' offer, where Coles Myer Source MasterCard holders could redeem FlyBuys points for Coles Express fuel.

Building on this strong foundation, Coles Express will focus on enhancing the customer experience by providing improved service and developing the convenience store offer, while further strengthening its links with the Group loyalty program.

Kmart and Officeworks reported a 30.9% increase in combined retail EBIT to $135.6 million. Both brands improved their margins over the year, with the combined retail EBIT margin rising by 53 basis points to 2.90%.

Kmart Managing Director, Hani Zayadi, said that Kmart's strong performance is evidence that customers have responded to its compelling product offer, competitive prices and improved marketing.

"Kmart continues its rebuild in a highly competitive market. Margins improved over the year, and sales growth accelerated in the second half against a very high prior year base," said Mr Zayadi.

"Particular highlights in general merchandise were new ranges in our home offer and sustained growth in toys, leisure and entertainment.

"In apparel, we saw solid performances from new brands including Hilary Duff and Sista, and ongoing strength from our house-brands, including Girl Xpress, Now and Solutions. These brands represent great quality and value for customers, who are clearly responding.

"We were also pleased with the success of our event program, including Easter, Stocktake and Mother's Day Sales, along with our Mega Electrical and Toy Sales. The marketing, product assortment and in-store execution of these events resulted in an enthusiastic customer response.

"Kmart opened five new stores during the year, bringing the network to 175 stores. A further 18 stores were refurbished, with lower fixtures and wider aisles, improving the shopping experience for customers and making it easier for them to move through the store. We expect to open five new stores and refurbish a further 25 in FY2005," Mr Zayadi said.

Officeworks delivered another good performance. Officeworks Managing Director Launa Inman said the business continued to strengthen its position as the number one choice for quality office and technology products for home offices and small and medium businesses, with its great range, convenience, customer service and low prices.

"The result reflected good sales growth, improved merchandise mix and ongoing business efficiencies," Ms Inman said.

Officeworks opened nine new stores in the year, increasing the network to 78, with a further 20 stores undergoing refurbishment. Another 6-9 store openings are planned for FY2005.

Myer and Megamart reported a significant 140.9% increase in retail EBIT to $60.7 million, including a return to profitability in the second half of the year.

"This is a strong result for Myer and clearly demonstrates significant progress against our rebuild program. The combination of ongoing enhancements to our merchandise offer, strong customer focus and our strategic marketing program is delivering results," Myer Managing Director Dawn Robertson said.

"The quality of our sales reflects our cleaner inventory and well-managed markdown control, resulting in a retail EBIT margin increase of 105 basis points to 1.83%.

"Customers responded very well to the introduction of more new brands and strengthening of existing brands across all departments, with strong performing categories including women's, men's, cosmetics, soft home, accessories and footwear. The introduction of Virgin entertainment centres into our stores will also enhance our offer.

"Strategic management of our store portfolio continued during the year. Our stores are looking much better, and our customer service continues to improve. We completed store upgrades at Chatswood, Highpoint, Perth and Parramatta, along with the opening of our new Bondi store in April 2004, which continues to gain strong customer acceptance. Three under-performing stores were closed during the year in Bathurst, Bairnsdale and Mt Druitt.

"Megamart's performance in the highly competitive electrical market, however, was disappointing, with the business incurring a loss during the year.

"Over the past three months, we have developed a comprehensive strategy to deliver an improved financial performance at Megamart. Our review of the business identified two principles issues, being customer offer and scale. The first step, which is now being implemented, will be launched to customers in mid-November. It includes a much stronger focus on total electrical solutions and technology, a new store layout, major improvements in customer service and selling approaches, and a new marketing campaign. Scale options will be considered later.

"Myer's performance was largely in line with its cost of capital during the year when Megamart is excluded, thereby meeting its targeted milestone. The success of Myer's strategic positioning means that we are entering 2005 in a stronger position as we continue the rebuild journey," Ms Robertson said.

Target reported a 64.0% increase in retail EBIT to $150.9 million.

Managing Director Larry Davis said that Target delivered its highest profit in the brand's history. This follows the significant 77.9% increase in retail EBIT in the prior year.

"This has been an exceptional year for Target. We are successfully delivering on our strategy of on-trend, affordable and high quality ranges, combined with excellent store execution and rapid sell-through within each season," Mr Davis said.

"Target's retail margin rose by 181 basis points to 5.29%, reflecting good management of product sourcing and promotional programs, combined with strong inventory control.

"Target is leading the Group in increasing the direct sourcing of imported goods, which delivers greater cost efficiencies and faster access to new and differentiated products. Target has also benefited from a strong Australian dollar through this process.

"Our speed to market with new merchandise ranges has great customer appeal. Seasonal events are strongly supported, along with our key promotions such as the Massive Home, Stocktake and Toy Sales. Customers are responding well to new private label ranges and product licences in apparel and homewares.

"Target opened five stores during the year, replaced four and closed six, as part of the ongoing strategy of opening stores in key growth areas, closing non-performing stores and increasing store sizes where appropriate.

"Target's focus on the right merchandise, events, store layout and execution should position the business well going forward," Mr Davis said.

Emerging Businesses reported a retail EBIT loss of $19.2 million. Excluding a write-down of Shopfast goodwill in the second half, a $13.5 million loss was incurred for the year.

The transformation of CML's Supply Chain and Information Technology will leverage the unique competitive advantage of the Group, to drive better value and service for customers and better returns for shareholders.

These major projects progressed well during the year, in line with our plan of achieving cost savings of $425 million by FY2008. Net supply chain implementation costs of $47.8 million pre-tax were incurred during the year, as targeted. Net costs of a similar level are expected in FY2005.

Key achievements in FY2004 included:

Corporate costs fell by $8.5 million to $105.0 million, assisted by lower Annual General Meeting expenses and restructuring and project costs.

Total property earnings fell by $10.7 million to $23.8 million. Property operating earnings fell by $13.7 million to $13.9 million, following the sale of Sydney Central Plaza in March 2003. Gain on sale of property increased by $3.0 million to $9.9 million. The book value of the property portfolio at year-end was $425.4 million (2003: $414.1 million).

Net borrowing costs decreased by $14.4 million to $48.8 million. This reflects significantly lower average net debt levels, assisted by strong cashflow. Coles Myer received $35.3 million in interest income from the Coles Myer Employee Share Plan for the funding facility, following a restructure by the Trustees. Income tax expense of $258.1 million reflects an effective tax rate of 29.5%.

The balance sheet was further strengthened over the year, with improved trading results and negative working capital being the key drivers. A net cash position of $108.5 million was achieved.

Return on investment increased strongly to 21.6% from 17.9% in 2003, being well in excess of the 20% strategic target set for FY2004.

Inventory levels rose by 6.9%, including new stores and acquisitions, being considerably lower than the 19.4% increase in Group sales. Creditors support rose from 60.7% to 63.4% over the year, with negative working capital of $54.5 million.

Total capital expenditure of $873 million (2003: $992 million) included the acquisition of Coles Express fuel sites across Australia. Excluding acquisitions, capex was $744 million (2003: $693 million). In FY2005 capital expenditure of approximately $900 million is expected.

Operating cashflow rose by $159.9 million to $1,338.3 million. Excluding additional tax payments of $109.4 million in FY2004, operating cashflow rose by 22.9% over the year, in line with EBITDA growth of 23.1%. This reflects improved business performance, lower funding costs and strong balance sheet management.

Strong free cashflow of $627.8 million was generated over the year (2003: $741.2 million, which included the one-off impact of $372.8 million received from the sale of Sydney Central).

During the 2004 financial year, management reporting was restructured resulting in Liquorland Direct being reported in Food, Liquor and Fuel, having previously been reported in Emerging Businesses. The 2003 comparatives have been amended accordingly.

The net profit after tax (NPAT) for the year of $616.5 million is up $187.0 million or 43.5% from $429.5 million reported for 2003. The increase in NPAT is reflected by an increase in diluted earnings per share of 42.5% from 33.2 cents per share in 2003 to 47.3 cents per share in 2004.

In 2003, NPAT, after adjusting for the after tax impact of the sale of Sydney Central Plaza of $2.8 million, the re-measurement of the Kmart NZ onerous lease provision of $12.8 million, and accounting policy changes of $41.7 million was $455.6 million ("Underlying" NPAT).

In 2004, NPAT, after adjusting for the after tax impact of the interest received from the Coles Myer Employee Share Plan Trust of $24.6 million, and the re-measurement of the Kmart NZ onerous lease provision of $15.4 million, was $576.5 million ("Underlying" NPAT). This is an increase of $120.9 million, or 26.5% on the 2003 Underlying NPAT.

Income tax expense of $258.1 million reflects an effective tax rate of 29.5%. The reduction in net borrowing costs is primarily attributable to the interest received from the Coles Myer Employee Share Plan Trust.

Segment Revenue comprises sales of $21,146.3 million in 2004 and $16,557.6 million in 2003. Sales have increased by $4,588.7 million, or 27.7%. After adjusting for sales relating to Coles Express (business commenced operations in 2004), sales increased from $16,557.6 million to $17,969.4 million, an increase of $1,411.8 million, or 8.5%.

The Segment Result (net profit before interest and tax) has increased by $112.5 million, or 19.9% to $678.0 million. The Segment Result after adjusting for accounting policy changes and exited businesses was $602.0 million for 2003 ("Underlying Result"). The Segment Result after adjusting for the Liquor Group head office relocation costs and the Bi-Lo Mt Druitt store restructuring costs was $697.6 million for 2004 ("Underlying Result"). The Underlying Result increased by $95.6 million, or 15.9%. After adjusting for the results of Coles Express, the Underlying Result of Food & Liquor increased by $75.5 million, or 12.5% to $677.5 million.

Refer to the attached Press Release for further commentary on the results.

Kmart and Officeworks

Segment Revenue comprises sales (inclusive of intra group sales) of $4,681.0 million in 2004 and $4,369.5 million in 2003. Sales have increased by $311.5 million, or 7.1%.

The Segment Result (net profit before interest and tax) has increased by $47.2 million, or 45.5% to $151.0 million. The Segment Result after adjusting for accounting policy changes and the Kmart NZ onerous lease provision re-measurement was $103.6 million for 2003 ("Underlying Result"). The Segment Result after adjusting for the Kmart NZ onerous lease provision re-measurement was $135.6 million for 2004 ("Underlying Result"). The Underlying Result increased by $32.0 million, or 30.9%.

Refer to the attached Press Release for further commentary on the results.

Myer & Megamart

The Segment Result (net profit before interest and tax) has increased by $36.6 million, or 369.7% to $46.5 million. The Segment Result after adjusting for accounting policy changes was $25.2 million for 2003 ("Underlying Result"). The Segment Result after adjusting for the Myer Mt Druitt store restructuring costs was $60.7 million for 2004 ("Underlying Result"). The Underlying Result increased by $35.5 million, or 140.9%.

Refer to the attached Press Release for further commentary on the results.

Target

Segment Revenue comprises sales of $2,851.8 million in 2004 and $2,646.9 million in 2003. Sales have increased by $204.9 million, or 7.7%.

The Segment Result (net profit before interest and tax) has increased by $61.0 million, or 67.9% to $150.9 million. The Segment Result after adjusting for accounting policy changes was $92.0 million for 2003 ("Underlying Result"). The Underlying Result increased by $58.9 million, or 64.0%.

Refer to the attached Press Release for further commentary on the results.

Emerging Businesses

Sales (inclusive of intra group sales of $24.2 million in 2004 and $31.5 million in 2003) have increased from $235.1 million to $290.6 million, an increase of $55.5 million. The Segment loss (net loss before interest and tax) has increased by $9.5 million.

Refer to the attached Press Release for further commentary on the results.

The Segment loss (net loss before interest and tax) has increased by $40.1 million, or 50.8% to $119.1 million. The Segment loss after adjusting for supply chain strategy costs is $71.3 million for 2004 ("Underlying loss"). The Underlying loss has improved by $7.7 million.

Refer to the attached Press Release for further commentary on the results.

The annual meeting will be held as follows: