Appendix 3Y‌‌‌‌‌ Change of Director's Interest Notice

Rule 3.19A.2

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.

Introduced 30/09/01 Amended 01/01/11

Name of entity

Woodside Petroleum Ltd

ABN

55 004 898 962

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director

Lawrence (Larry) Eben Archibald

Date of last notice

1 February 2017

Part 1 - Change of director's relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest

Indirect

Nature of indirect interest (including registered holder)

Note: Provide details of the circumstances giving rise to the relevant interest.

Beneficial interest in ordinary shares held pursuant to the Non-Executive Directors' Share Plan by the trustee, Pacific Custodians Pty Limited

Date of change

2 March 2017

No. of securities held prior to change

Nil

Class

Ordinary

Number acquired

116

Number disposed

Nil

Value/Consideration

Note: If consideration is non-cash, provide details and estimated valuation

$30.9450 per share

No. of securities held after change

Indirect: 116 ordinary shares held by Pacific Custodians Pty Limited as trustee of the Non- Executive Directors' Share Plan

+ See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Nature of change

Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

On-market purchase by the trustee of the Non- Executive Directors' Share Plan on pre- determined date pursuant to the rules of the Non- Executive Directors' Share Plan

Part 2 - Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract

N/A

Nature of interest

N/A

Name of registered holder (if issued securities)

N/A

Date of change

N/A

No. and class of securities to which interest related prior to change

Note: Details are only required for a contract in relation to which the interest has changed

N/A

Interest acquired

N/A

Interest disposed

N/A

Value/Consideration

Note: If consideration is non-cash, provide details and an estimated valuation

N/A

Interest after change

N/A

Part 3 - +Closed period

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance

was required?

No

If so, was prior written clearance provided to allow the trade to proceed during this period?

N/A

If prior written clearance was provided, on what date was this provided?

N/A

+ See chapter 19 for defined terms.

Appendix 3Y Page 2 01/01/2011

Appendix 3Y‌ Change of Director's Interest Notice

Rule 3.19A.2

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.

Introduced 30/09/01 Amended 01/01/11

Name of entity

Woodside Petroleum Ltd

ABN

55 004 898 962

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director

Melinda Ann CILENTO

Date of last notice

8 November 2016

Part 1 - Change of director's relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest

Indirect

Nature of indirect interest (including registered holder)

Note: Provide details of the circumstances giving rise to the relevant interest.

Beneficial interest in ordinary shares held pursuant to the Non-Executive Directors' Share Plan by the trustee, Pacific Custodians Pty Limited

Date of change

2 March 2017

No. of securities held prior to change

Direct: 500 ordinary shares

Indirect: 1,811 ordinary shares held by Pacific Custodians Pty Limited as trustee of the Non- Executive Directors' Share Plan

Class

Ordinary

Number acquired

407

Number disposed

Nil

Value/Consideration

Note: If consideration is non-cash, provide details and estimated valuation

$30.9450 per share

No. of securities held after change

Direct: 500 ordinary shares

Indirect: 2,218 ordinary shares held by Pacific Custodians Pty Limited as trustee of the Non- Executive Directors' Share Plan

+ See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Nature of change

Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

On-market purchase by the trustee of the Non- Executive Directors' Share Plan on pre- determined date pursuant to the rules of the Non- Executive Directors' Share Plan

Part 2 - Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract

N/A

Nature of interest

N/A

Name of registered holder (if issued securities)

N/A

Date of change

N/A

No. and class of securities to which interest related prior to change

Note: Details are only required for a contract in relation to which the interest has changed

N/A

Interest acquired

N/A

Interest disposed

N/A

Value/Consideration

Note: If consideration is non-cash, provide details and an estimated valuation

N/A

Interest after change

N/A

Part 3 - +Closed period

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance

was required?

No

If so, was prior written clearance provided to allow the trade to proceed during this period?

N/A

If prior written clearance was provided, on what date was this provided?

N/A

+ See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 2

Woodside Petroleum Ltd. published this content on 07 March 2017 and is solely responsible for the information contained herein.
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