SANTOS LIMITED — Director's Dealing 2014

Oct 1, 2014

Rule 3.19A.2

Appendix 3Y

Change of Director's Interest Notice

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	SANTOS LIMITED
ABN	80 007 550 923

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	Roy Alexander Franklin
Date of last notice	26 March 2014

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 relevantinterest.	HSBC Custody Nominees (Australia) Limited,held by IPM PPT Ltd as Trustee for Roy A FranklinInvested Pension Plan, of which the Director isthe beneficiary.HSBCBKAustraliaonbehalfofBrooksMacdonald, with the Director being the ultimatebeneficiary.
Date of change	1 October 2014
No. of securities held prior to change	7,165 fully paid ordinary shares (indirect interest)
Class	Fully paid ordinary shares
Number acquired	50
Number disposed	Nil
Value/ConsiderationNote: If consideration is non-cash, provide details and estimatedvaluation	$14.6198 per share

+ See chapter 19 for defined terms.

No. of securities held after change	7,215 (indirect interest)
Nature of changeExample: on-market trade, off-market trade, exercise of options,issue of securities under dividend reinvestment plan, participation inbuy-back	Allocation resulting from participation in theDividend Reinvestment 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
Nature of interest
Name of registered holder
(ifissued securities)
Date of change
No. and class of securities to which
interest related prior to changeNote: Details are only required for a contract inrelation to which the interest has changed
Interest acquired
Interest disposed
Value/ConsiderationNote: If consideration is non-cash, provide detailsand an estimated valuation
Interest after change

Part 3 – +Closed period

Were the interests in the securities or contracts detailedabove traded during a +closed period where prior writtenclearance was required?	No
If so, was prior written clearance provided to allow the tradeto proceed during this period?	Not applicable
If prior written clearance was provided, on what date was thisprovided?	Not applicable

+ See chapter 19 for defined terms.