MTO: Ceasing to be a substantial holder from WBC

To Company Name/Scheme MOTORCYCLE HOLDINGS LIMITED (MTO)

ACN/ARSN ACN 150 386 995

1. Details of substantial holder(1)

   Name WESTPAC BANKING CORPORATION (WBC) and its associated entities listed

   in Annexure 'B '

   ACN/ARSN (if applicable) ACN 007 457 141

   The holder ceased to be a

   substantial holder on 17/08/2016

   The previous notice was given to the company on 28/06/2016

   The previous notice was dated 24/06/2016

2. Changes in relevant interests

   Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

   Date of change	Person whose relevant interest changed	Nature of change (4)	Consideration given in relation to change (5)	Class (6) and number of securities affected	Person's votes affected
   17/08/2016	WBC & its Associates, BT Funds Management (NZ) Limited, BT Funds Management Limited, Advance Asset Management Limited, BT Investment Management (Fund Services) Limited	See Annexure 'A'	See Annexure 'A'	See Annexure 'A'	See Annexure 'A'

3. Changes in association

   The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to the voting interests of the company or scheme are as follows:

   Name and ACN/ARSN (if applicable)	Nature of association

4. Addresses

The addresses of persons named in this form are as follows:

Print name Tim Hartin Capacity Company Secretary

Sign here Date 19/08/2016

1. If there are a number of substantial holders with similar or related relevant interests (e.g. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 4 of the form.

2. See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

3. See the definition of "associate" in section 9 of the Corporations Act 2001.

4. Include details of:

5. any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

6. any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

   See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

7. Details of the consideration must include any and all benefits, money and other that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

8. The voting shares of a company constitute one class unless divided into separate classes.

9. Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

ANNEXURE A

This is annexure 'A' referred to in Form 605, Notice of ceasing to be a substantial holder, lodged for Westpac Banking Corporation ACN 007 457 141 and its associated entities

Tim Hartin - Company Secretary, Westpac Banking Corporation - 19/08/2016

Sales & Purchases for the period : 25/06/2016 to 17/08/2016
SECURITY: MTO
BT Funds Management Limited
Date	Registered Company	Nature of Change	Quantity	Consideration	Class of Securities	Person's votes affected
1/07/2016	BT Portfolio Services Limited	Sale	-2,000	-5,346.60	Ordinary	2,000
27/07/2016	BT Portfolio Services Limited	Sale	-500	-1,625.00	Ordinary	500
9/08/2016	BT Portfolio Services Limited	Purchase	1,000	3,517.20	Ordinary	1,000
Total	-1,500	-3,454.40
BT Funds Management Limited Total:	-1,500	-3,454.40
BT Funds Management (NZ) Limited
Date	Registered Company	Nature of Change	Quantity	Consideration	Class of Securities	Person's votes affected
16/08/2016	Guardian Nominees No.2 Ltd	Sale	-63,998	-251,416.14	Ordinary	63,998
16/08/2016	Guardian Nominees No.2 Ltd	Purchase	63,998	251,416.14	Ordinary	63,998
Total	.00
BT Funds Management (NZ) Limited Total:	.00
BT Investment Management (Fund Services) Limited
Date	Registered Company	Nature of Change	Quantity	Consideration	Class of Securities	Person's votes affected
27/06/2016	HSBC Custody Nominees (Australia) Limited.	Purchase	5,000	13,300.00	Ordinary	5,000
28/06/2016	HSBC Custody Nominees (Australia) Limited.	Purchase	25,927	67,150.93	Ordinary	25,927
29/06/2016	HSBC Custody Nominees (Australia) Limited.	Purchase	5,180	13,882.40	Ordinary	5,180
30/06/2016	HSBC Custody Nominees (Australia) Limited.	Purchase	13,063	35,008.84	Ordinary	13,063
1/07/2016	HSBC Custody Nominees (Australia) Limited.	Purchase	7,648	20,726.08	Ordinary	7,648
4/07/2016	HSBC Custody Nominees (Australia) Limited.	Purchase	8,824	24,354.24	Ordinary	8,824
6/07/2016	HSBC Custody Nominees (Australia) Limited.	Purchase	41,725	116,830.00	Ordinary	41,725
7/07/2016	HSBC Custody Nominees (Australia) Limited.	Purchase	37,165	107,406.85	Ordinary	37,165
17/08/2016	HSBC Custody Nominees (Australia) Limited.	Sale	-3,904	-14,405.76	Ordinary	3,904
17/08/2016	HSBC Custody Nominees (Australia) Limited.	Sale	-8,824	-32,560.56	Ordinary	8,824
17/08/2016	HSBC Custody Nominees (Australia) Limited.	Sale	-7,866	-29,025.54	Ordinary	7,866
17/08/2016	HSBC Custody Nominees (Australia) Limited.	Sale	-8,109	-29,922.21	Ordinary	8,109
17/08/2016	HSBC Custody Nominees (Australia) Limited.	Sale	-5,647	-20,837.43	Ordinary	5,647
17/08/2016	HSBC Custody Nominees (Australia) Limited.	Sale	-5,744	-21,195.36	Ordinary	5,744
17/08/2016	HSBC Custody Nominees (Australia) Limited.	Sale	-37,165	-137,138.85	Ordinary	37,165
17/08/2016	HSBC Custody Nominees (Australia) Limited.	Sale	-36,016	-132,899.04	Ordinary	36,016
17/08/2016	HSBC Custody Nominees (Australia) Limited.	Sale	-41,725	-153,965.25	Ordinary	41,725
Total	-10,468	-173,290.66
BT Investment Management (Fund Services) Limited Total :	-10,468	-173,290.66