Westpac Banking : Appendix 3B

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Name of entity

ABN

We (the entity) give ASX the following information.

You must complete the relevant sections (attach sheets if there is not enough space).

Tranche No. 1 of Series 2016-6 fully paid senior floating rate medium term notes due September 2017 ("Series 2016-6 Notes").

1. Class of securities issued or to be issued

   5,000 Series 2016-6 Notes.

2. Number of securities issued or to be issued (if known) or maximum number which may be issued

   The Series 2016-6 Notes are fully paid senior notes paying floating rate interest in denominations of A$100,000.

3. Principal terms of the securities (eg, if options, exercise price and expiry date; if partly paid securities, the amount outstanding and due dates for payment; if convertible securities, the conversion price and dates for conversion)

   Yes.

   The Series 2016-6 Notes rank equally for payment in a winding up with Westpac's Senior Fixed Rate Medium Term Notes Series 2009-7 with ASX Code WBCHAL, Senior Fixed Rate Medium Term Notes Series 2010-1 with ASX Code WBCHAM, Senior Floating Rate Medium Term Notes Series 2010-11 with ASX Code WBCHAY, Senior Floating Rate Medium Term Notes Series 2012-6 with ASX Code WBCHAW, Senior Fixed Rate Medium Term Notes Series 2012-7 with ASX Code WBCHAX, Senior Floating Rate Medium Term Notes Series 2013-1 with ASX Code WBCHAZ, Senior Fixed Rate Medium Term Notes Series 2013-2 with ASX Code WBCHBA, Senior Floating Rate Medium Term

4. Do the securities rank equally in all respects from the issue date with an existing class of quoted securities?

   If the additional securities do not rank equally, please state:

   • the date from which they do

   • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

     Rule 2.7, 3.10.3, 3.10.4, 3.10.5

     Notes Series 2014-1 with ASX Code WBCHBB, Senior Fixed Rate Medium Term Notes Series 2014-2 with ASX Code WBCHBC, Senior Floating Rate Medium Term Notes Series 2015-1 with ASX Code WBCHBF, Senior Fixed Rate Medium Term Notes Series 2015-2 with ASX Code WBCHBE, Senior Floating Rate Medium Terms Notes Series 2015-9 with ASX Code WBCHBI, Senior Fixed Rate Medium Term Notes Series 2015-10 with ASX Code WBCHBJ, Senior Floating Rate Medium Terms Notes Series 2015-15 with ASX Code WBCHBL, Senior Fixed Rate Medium Term Notes Series 2015-16 with ASX Code WBCHBM, Senior Fixed Rate Medium Term Notes Series 2015- 20 with ASX Code WBCHBN, Senior Floating Rate Medium Term Notes Series 2016-2 with ASX Code WBCHBQ, Senior Fixed Rate Medium Term Notes Series 2016-3 with ASX Code WBCHBR, Senior Floating Rate Medium Term Notes Series 2016-4 with ASX Code WBCHBS and Senior Floating Rate Medium Term Notes Series 2016-5 with ASX Code WBCHBV.

     The Series 2016-6 Notes rank ahead for payment in a winding up of Westpac's Subordinated Floating Rate Medium Term Notes Series 2014-3 with ASX Code WBCHBD, Westpac's Subordinated Floating Rate Medium Term Notes Series 2016-1 with ASX Code WBCHBP, Westpac CPS with ASX Code WBCPC, Westpac Subordinated Notes with ASX Code WBCHA, Westpac Capital Notes with ASX Code WBCPD, Westpac Subordinated Notes II with ASX Code WBCHB, Westpac Capital Notes 2 with ASX Code WBCPE, Westpac Capital Notes 3 with ASX Code WBCPF, Westpac Capital Notes 4 with ASX Code WBCPG, Westpac's Series 1183 Fixed Rate Subordinated Instruments with ASX Code WBCHBG, Westpac's Series 1187 Fixed Rate Subordinated Instruments with ASX Code WBCHBH, Westpac's Series 1198 Fixed Rate Subordinated Instruments with ASX Code WBCHBK, Westpac's Series 1227 Fixed Rate Subordinated Instruments with ASX Code WBCHBO, Westpac's Series 1267 Fixed Rate Subordinated Instruments with ASX Code WBCHBT and Westpac's Series 1269 Fixed Rate Subordinated Instruments with ASX Code WBCHBU

     The Series 2016-6 Notes rank ahead of all ordinary shares of Westpac.

   • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

     Series 2016-6 Notes: A$100,000 fully paid per note.

5. Issue price or consideration

   The net proceeds of the issue of the Series 2016-6 Notes will be used for Westpac's general funding purposes.

6. Purpose of the issue

   (If issued as consideration for the acquisition of assets, clearly identify those assets)

   Not Applicable

   6a Is the entity an eligible entity that has obtained security holder approval under rule 7.1A?

   If Yes, complete sections 6b -

   6h in relation to the +securities the subject of this Appendix 3B, and comply with section 6i

   Not Applicable

   6b The date the security holder resolution under rule 7.1A was passed

   Rule 2.7, 3.10.3, 3.10.4, 3.10.5

   Not Applicable

   6c Number of securities issued without security holder approval under rule 7.1

   Not Applicable

   6d Number of securities issued with security holder approval under rule 7.1A

   Not Applicable

   6e Number of securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

   Not Applicable

   6f Number of securities issued under an exception in rule 7.2

   Not Applicable

   6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation.

   Not Applicable

   6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements

   Not Applicable

   6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements

   21 September 2016

7. Issue dates

   Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date

   for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.

8. Number and class of all securities quoted on ASX (including the securities in clause 2 if applicable)

Rule 2.7, 3.10.3, 3.10.4, 3.10.5