SANTOS LIMITED — Director's Dealing 2015

May 7, 2015

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	David John Wissler Knox
Date of last notice	20 April 2015

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	Direct
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to the relevantinterest.
Date of change	8 May 2015
No. of securities held prior to change	18,392 fully paid ordinary shares81,297 fully paid ordinary shares subject totrading restrictions55,520 fully paid ordinary shares held by SesapPty Ltd (2014 deferred STI)257,512optionsgrantedundertheSantosExecutive Share Option Plan1,009,920 Share Acquisition Rights granted underSEEIP previously known as SESPP
Class	Fully paid ordinary shares
Number acquired	505,592
Number disposed	Nil
Value/ConsiderationNote: If consideration is non-cash, provide details and estimatedvaluation	Nil

+ See chapter 19 for defined terms.

No. of securities held after change	18,392 fully paid ordinary shares81,297fully paid ordinary shares subject totrading restrictions55,520 fully paid ordinary shares held by SesapPty Ltd (2014 deferred STI)257,512optionsgrantedundertheSantosExecutive Share Option Plan1,515,512 Share Acquisition Rights granted underSEEIP, previously known as SESPP
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 Long Term IncentiveGrant approved by shareholders at the AGM heldon 30 April 2015.

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(if issued securities)
Date of change
No. and class of securities to whichinterest 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.