bcac748f-09dc-465f-9723-d5989f526680.pdf All Registry communications to: Link Market Services Limited

Locked Bag A6015, Sydney South NSW 1235 Telephone (local call within Australia): +61 1300 363 136

Name Title Company

Address Line 1

Address Line 2

Address Line 3

Address Line 4

Facsimile: +61 2 9287 0303

ASX Code: W BC

Email: westpac@linkmarketservices.com.au Website: www.linkmarketservices.com.au

17 May 2016

Dear Westpac TPS Investor,

Westpac Trust Preferred Securities (Westpac TPS) redemption and new Reinvestment Offer

I am writing to inform you that all Westpac TPS will be redeemed on 30 June 2016. At the same time, Westpac is launching a new security, Westpac Capital Notes 4 (WCN4), and Eligible Westpac TPS Holders will be given the option to reinvest their redemption proceeds in WCN4.

Westpac TPS redemption

A notice advising you that all Westpac TPS will be redeemed is enclosed with a covering letter from Westpac RE Limited (WREL)1 setting out further information regarding payment of the Final Distribution and redemption proceeds on your Westpac TPS.

WCN4 and Reinvestment Offer2

Westpac announced the offer of WCN4 on 17 May 2016 and the offer is expected to open on 26 May 2016.

The offer includes a priority offer to Eligible Westpac TPS Holders,3 which will enable them to have some or all of their redemption proceeds automatically reinvested in WCN4 (Reinvestment Offer). WCN4 are expected to be quoted on the ASX.

Details of the offer will be set out in the WCN4 Prospectus (Prospectus), which will be mailed to all Eligible Westpac TPS Holders on or around 30 May 2016, along with a personalised Reinvestment Application Form.

Eligible Westpac TPS Holders who wish to participate in the Reinvestment Offer can view the Prospectus and apply online via the offer website at www.westpac.com.au/westpaccapnotes4 or promptly complete and return the personalised Reinvestment Application Form. Eligible Westpac TPS Holders should note that Westpac TPS and WCN4 are different securities and it is important you read the Prospectus in its entirety to understand the features of WCN4, paying special attention to the risks including the events which may give rise to automatic conversion of WCN4.

Westpac TPS holders will receive the redemption proceeds of $100 on 30 June 2016 for each Westpac TPS not reinvested and still held on 30 June 2016. This is in addition to a final distribution of

  1. As the responsible entity of the Westpac TPS Trust.

  2. Capitalised terms used but not defined in this letter have the meaning given to them in the Prospectus.

  3. Westpac TPS holders at 7.00pm (Sydney time) on 10 May 2016 shown on the register as having an address in Australia.

    $0.5724 per Westpac TPS to all Westpac TPS holders, as described in the enclosed letter from WREL.

    For more information

    • visit the WCN4 Offer website at www.westpac.com.au/westpaccapnotes4; or

    • call the WCN4 Information Line (Monday to Friday, 8.30am to 5.30pm, Sydney time) on 1300 363 136 (local call within Australia).

      Finally, I would like to take this opportunity to thank you for your investment and support of Westpac. Yours sincerely,

      Lindsay Maxsted,

      Chairman, Westpac Banking Corporation

      Name Title Company

      Address Line 1

      Address Line 2

      Address Line 3

      Address Line 4

      Westpac RE Limited

      ACN 000 742 478, AFSL 233717

      All Registry communications to: Link Market Services Limited

      Locked Bag A6015, Sydney South NSW 1235 Telephone (local call within Australia): +61 1300 787 993

      Facsimile: +61 2 9287 0303 ASX Code: WCTPA

      Email: westpac@linkmarketservices.com.au Website: www.linkmarketservices.com.au

      17 May 2016

      Dear Westpac TPS Investor,

      Notice regarding redemption of Westpac Trust Preferred Securities (Westpac TPS)

      Under the terms of the Westpac TPS (Westpac TPS Terms), Westpac Banking Corporation (Westpac) may elect to initiate a redemption of Westpac TPS on the Step-Up Date of 30 June 2016.

      On 17 May 2016, Westpac initiated the redemption of all Westpac TPS. Accordingly, Westpac RE Limited, as the responsible entity of the Westpac TPS Trust, lodged a notice with the Australian Securities Exchange (ASX) on the same day advising that all Westpac TPS will be redeemed on the Step-Up Date of 30 June 2016 (Issuer Notice). A copy of the Issuer Notice is on the reverse of this letter.

      On 30 June 2016, in accordance with the Westpac TPS Terms, all holders of Westpac TPS will be paid:

      • a final distribution of $0.5724 for each Westpac TPS they hold on 15 June 2016 (the record date for the final distribution), subject to the distribution payment test in the Westpac TPS Terms; and

      • $100 for each Westpac TPS.

These payments will be made in the same manner in which distributions on Westpac TPS have previously been paid, unless you request otherwise.

Please note the last day of trading in Westpac TPS on the ASX will be 10 June 2016.

For further information, call the Westpac TPS Information Line (Monday to Friday, 8.30am to 5.30pm, Sydney time) on 1300 787 993.

Thank you for your investment in Westpac TPS. Yours sincerely,

John Barry

Chairman, Westpac RE Limited

Westpac RE Limited

ACN 000 742 478, AFSL 233717

All Registry communications to: Link Market Services Limited

Locked Bag A6015, Sydney South NSW 1235 Telephone (local call within Australia): +61 1300 787 993

Facsimile: +61 2 9287 0303 ASX Code: WCTPA

Email: westpac@linkmarketservices.com.au Website: www.linkmarketservices.com.au

17 May 2016

Issuer Notice regarding redemption of all Westpac TPS on 30 June 2016

All Westpac Trust Preferred Securities (Westpac TPS) will be Redeemed by Westpac RE Limited1 on the Step-Up Date of 30 June 2016 (the Realisation Date) in accordance with the terms of the Westpac TPS set out in the product disclosure statement2 dated 19 May 2006 (Westpac TPS Terms).

On the Realisation Date, in accordance with the Westpac TPS Terms, all holders of Westpac TPS will be paid:

  • a final distribution for each Westpac TPS they hold on 15 June 2016 (the record date for the final distribution), subject to the distribution payment test in the Westpac TPS Terms; and

  • the Redemption Price of $100 for each Westpac TPS.

Capitalised terms not otherwise defined in this notice have the meaning given in the Westpac TPS Terms. The provision of this notice to you constitutes the provision of the Issuer Notice for the purposes of clause 4 of the Westpac TPS Terms.

1 As the responsible entity of the Westpac TPS Trust.

2 The Westpac TPS Product Disclosure Statement is available on the Westpac TPS website at www.westpac.com.au/westpactps

Westpac Banking Corporation published this content on 17 May 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 16 May 2016 22:52:03 UTC.

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