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Woolworths Limited - Appendix 3Y

Name of Director Ralph Waters Date of last notice 28 January 2011 Direct or indirect interest Indirect 8690 Ordinary fully paid shares Nature of indirect interest (including registered holder) Note Provide details of the circumstances giving rise to the relevant interest. Indirect Ordinary fully paid shares held by Argie Pty Ltd as trustee for The Waters Superannuation Fund (6920 shares), and by Gragill Pty Ltd as trustee for The Waters Family Trust (1770 shares). Ralph Waters is a director of both entities. Date of change 2 September 2011 No. of securities held prior to change 8,690 shares Class Ordinary fully paid Number acquired 1,000 shares Number disposed Nil Value/Consideration Note If consideration is non8208cash, provide details and estimated valuation Market value No.

of securities held after change 9,690 shares Nature of change Example on8208market trade, off8208market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy8208back Shares purchased on8208market.