SANTOS LIMITED — Major Shareholding Notification 2018

Feb 28, 2018

Form 605

Corporations Act 2001 Section 671B

Notice of ceasing to be a substantial holder

To Company Name/Scheme	SANTOS LIMITED
ACN/ARSN	007 550 923

1. Details of substantial holder(1)

BlackRock Group (BlackRock Inc. and subsidiaries named in Annexures
to this form)

substantial holder on	27 02 2018//
The previous notice was given to the company on	28 02 2018//
The previous notice was dated	2602 2018//

2. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date ofchange	Person whoserelevant interestchanged	Nature ofchange (4)	Considerationgiven in relationto change(5)	Class (6) andnumber ofsecuritiesaffected	Person©s votesaffected
	Annexure A & C

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable)	Nature of association

4. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Annexure B

Signature

Maria Tricarico	*Authorised Signatory
print name	capacity
sign here	01032018date//

• •  - - - - - - -$

DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 4 of the form.
• (2) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
• (3) See the definition of "associate" in section 9 of the Corporations Act 2001.
• (4) Include details of:
  • (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
  • (b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• (5) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
• (6) The voting shares of a company constitute one class unless divided into separate classes.
• (7) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

This is Annexure A of 1 page referred to in form 605 Notice of ceasing to be a substantial shareholder

2. Changes in relevant interests

	01-Mar-18
Maria Tricarico,	Date
Authorised Signatory

SANTOS LIMITED (STO)
Date ofChange	Person whose relevant interestchanged	Nature of change (4) /Consideration given in relation tochange (5)		CCY		Class (6) and number ofsecurities affected	Person'svotes affected
27-Feb-18	BlackRock Investment Management,LLC	on mkt buy	5.03	AUD	ORD	338	338
27-Feb-18	BlackRock Advisors (UK) Limited	on mkt buy	5.01	AUD	ORD	3,804	3,804
27-Feb-18	BlackRock Advisors (UK) Limited	on mkt buy	5.01	AUD	ORD	4,821	4,821
27-Feb-18	BlackRock Advisors (UK) Limited	on mkt sell	5.01	AUD	ORD	-59,941	-59,941
27-Feb-18	BlackRock Institutional TrustCompany, National Association	on mkt sell	5.01	AUD	ORD	-8,737	-8,737
27-Feb-18	BlackRock Institutional TrustCompany, National Association	on mkt buy	5.01	AUD	ORD	14,963	14,963
27-Feb-18	BlackRock Fund Advisors	in specie	n/a	AUD	ORD	10,451	10,451
27-Feb-18	BlackRock Fund Advisors	in specie	n/a	AUD	ORD	40,311	40,311
27-Feb-18	BlackRock Fund Advisors	in specie	n/a	AUD	ORD	-2,700	-2,700
27-Feb-18	BlackRock Investment Management(UK) Limited	collateral transfer	n/a	AUD	ORD	-5,509,898	-5,509,898
27-Feb-18	BlackRock Asset Management NorthAsia Limited	collateral transfer	n/a	AUD	ORD	-5,238	-5,238

STO page 1 of 1

This is Annexure B of 1 pages referred to in form 605 Notice of ceasing to be a substantial shareholder

	01-Mar-18
Maria Tricarico,	Date
Authorised Signatory

7. Addresses

The addresses of persons named in this form are as follows:

Name	Address
BlackRock Group
BlackRock Inc.	55 East 52nd Street
	New York NY 10055 USA
BlackRock Advisors (UK) Limited	12 Throgmorton Avenue.
	London, EC2N 2DL,
	United Kingdom
BlackRock Asset Management North Asia Limited	15/F, 16/F, 17/F Citibank Tower & 17/F ICBC Tower,
	3 Garden Road, Central, Hong Kong
BlackRock Fund Advisors	400 Howard Street
	San Francisco, CA, 94105
	United States
BlackRock Institutional Trust Company, National	1225 17th Street,
Association	Suite 300,
	Denver, CO 80202 (Colorado, USA)
BlackRock Investment Management (UK) Limited	12 Throgmorton Avenue
	London EC2N 2DL
	United Kingdom
BlackRock Investment Management, LLC	1209 Orange Street,
	Wilmington, New Castle County,
	Delaware 19801, United States

This is Annexure C of 1 page referred to in form 605 Notice of ceasing to be a substantial shareholder

	01-Mar-18
Maria Tricarico, Authorised Signatory	Date

Type of agreement:	Global Master Securities Lending Agreement
Parties to agreement:	Party A - Citigroup Global Markets LimitedParty B - HSBC Institutional Trust Services (Asia) Limited
Transfer date:	Refer to Annexure A (transactions identified as collateraltransfers)
Holder of voting rights:	BlackRock Asset Management North Asia Limited (asinvestment manager for the funds)
Are there any restrictions on voting rights?If yes, detail	Yes. Unless otherwise agreed between the parties, theRegistered Owner will not exercise any voting rights.
Scheduled return date (if any):	Not applicable.
Does the borrower have the right to returnearly?If yes, detail	Yes.Upon an Event of Default under the GMSLA, the GMSLAprovides, broadly, that both parties payment and deliveryobligations will be accelerated and replaced with an obligation ofone party to pay a single cash sum to the other determined inaccordance with the provisions of the GMSLA (as modified bythe Annex). The GMSLA provides that the parties' right toterminate the Agreement upon notice will not affect the parties'existing obligations in respect of any outstanding loans ofsecurities. The Annex amended and restricted the Borrower'stermination rights – i.e. Borrower may not have the right toterminate and return the borrowed securities - as the Borrowerwas to borrow the securities issued by it (or its sister company)to provide protection against the insolvency of the issuer and sousual rights of termination in a GMSLA were restricted.Subject to the terms of the relevant Loan, the Borrower, mayearly terminate a Loan and return Equivalent Securities at anytime provided that it "shall cease to have such entitlement if anAct of Insolvency with respect to any Security Issuer or any ofthe Borrower's or any Security Issuer's affiliates has occurred,or any such person takes any steps preparatory to any of thematters which would constitute an Act of Insolvency
Does the lender have the right to recall early?	Yes, at notice.
If yes, detail
Will the securities be returned on settlement?	Yes.
If yes, detail any exceptions

A copy of this agreement will be provided to SANTOS LIMITED or the Australian Securities and Investments Commission upon request.