EXHIBIT 31

                                 AGREEMENT

        JOINT FILING OF AMENDMENT NO. 1 AND ALL FUTURE AMENDMENTS TO
                               SCHEDULE 13D

     Each of the undersigned hereby agrees to file jointly the statement on
Amendment No. 1 to Schedule 13D to which this Agreement is attached, and
any amendments to the Schedule 13D (the "Schedule 13D") filed by Shamrock
Holdings of California, Inc. on August 4, 2000 with respect to Ordinary
Shares of Pacific Dunlop Limited which may be deemed necessary, pursuant to
Regulation 13D-G under the Securities Exchange Act of 1934.

     It is understood and agreed that each of the parties hereto is
responsible for the timely filing of such statement and any future
amendments to the Schedule 13D, and for the completeness and accuracy of
the information concerning such party contained therein, but such party is
not responsible for the completeness or accuracy of information concerning
any other party unless such party knows or has reason to believe that such
information is inaccurate.

     It is understood and agreed that a copy of this Agreement shall be
attached as an exhibit to the statement on Amendment No. 1 to the Schedule
13D, and any future amendments to the Schedule 13D, filed on behalf of each
of the parties hereto.

Date:  October 11, 2000

                                  SHAMROCK HOLDINGS OF CALIFORNIA, INC.


                                  By: /s/ Robert G. Moskowitz
                                      ----------------------------------
                                      Name:  Robert G. Moskowitz
                                      Title: Executive Vice President

                                  TREFOIL INTERNATIONAL III, SPRL


                                  By: /s/ Eugene I. Krieger
                                      ----------------------------------
                                      Name:  Eugene I. Krieger
                                      Title: Director