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28 September 2007

The Manager

Company Announcements Office Australian Stock Exchange 4[th] Floor, 20 Bridge Street SYDNEY NSW 2000

Office of the Company Secretary

Level 41 242 Exhibition Street MELBOURNE VIC 3000 AUSTRALIA

Telephone 03 9634 6400 Facsimile 03 9632 3215

ELECTRONIC LODGEMENT

Dear Sir or Madam

Telstra Corporation Limited 2007 Annual Report

In accordance with the listing rules, I attach an announcement for release to the market.

Yours sincerely

==> picture [145 x 55] intentionally omitted <==

Claire Elliott Acting Company Secretary

Telstra Corporation Limited ACN 051 775 556 ABN 33 051 775 556

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Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3 2. Corporate Governance and Board Practices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51 3. Shareholder Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 65 4. Directors Report. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 69 5. Remuneration Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 87 6. Financial Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 113

Telstra Corporation Limited and controlled entities

® Registered trade mark of Telstra Corporation Limited
™ Trade mark of Telstra Corporation Limited
Registered trade mark of Twentieth Century Fox Film Corporation
Registered trade mark of Research in Motion Ltd
Registered trade mark of AUSTAR Entertainment Pty Limited
~ Registered trade mark of Cardcall Pty Limited

All amounts are expressed in Australian dollars (A$) unless otherwise stated.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Table of contents
	Page
for the year ended 30 June 2007	Number
Summary financial information
Results of operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	4
Balance sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5
Cashflow summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	6
Segment information. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	7
Statistical data summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	8
Analysis information
Income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	9
Fixed telephony:. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	11
- PSTN products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	11
- ISDN products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	15
- Inbound Calling Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	16
- Payphones . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	17
- Customer premises equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	17
- Intercarrier access services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	18
- Other fixed telephony . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	18
Mobiles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	19
Internet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	23
IP & data access . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	25
Business services and applications . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	26
Advertising and directories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	27
Offshore controlled entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	27
Pay TV bundling . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	29
Other minor items. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	29
Other revenue and other income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	30
Expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	31
Labour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	31
Goods and services purchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	33
Other expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	35
Share of net loss of jointly controlled entities and associated entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	36
Depreciation and amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	36
Net finance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	37
Income tax expense and franking account . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	38
Sensis financial summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	38
CSL New World Mobility Group financial summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	40
TelstraClear financial summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	41
Balance sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	42
Cash flow . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	43
Glossary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	47
Restatement of previously reported results . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	49

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Summary financial information

Results of operations

Results of operations
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Sales revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	23,673 22,712 961 4.2% 36 22 14 63.6%
Total revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total income (excl. finance income). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Labour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Goods and services purchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Share of net loss/(gain) from jointly controlled and associated entities. . . . . . . . . . . . Earnings before interest, income tax expense, depreciation and amortisation (EBITDA) Depreciation and amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Earnings before interest & income tax expense (EBIT). . . . . . . . . . . . . . . . . . . . . . Net finance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Profit before income tax expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Income tax expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Profit for the year. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Attributable to: Telstra Entity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Minority interest. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	23,709 22,734 975 4.3% 251 328 (77) (23.5%) 23,960 23,062 898 3.9% 4,017 4,364 (347) (8.0%) 5,151 4,701 450 9.6% 4,924 4,427 497 11.2% 14,092 13,492 600 4.4% 7 (5) 12 (240.0%) 9,861 9,575 286 3.0% 4,082 4,078 4 0.1% 5,779 5,497 282 5.1% 1,087 933 154 16.5% 4,692 4,564 128 2.8% 1,417 1,381 36 2.6% 3,275 3,183 92 2.9% 3,253 3,183 70 2.2% 22 - 22 n/m 3,275 3,183 92 2.9% 30.2% 30.3% (0.1) 41.7% 42.2% (0.5) 24.4% 24.2% 0.2 cents cents Change cents % change 26.3 25.7 0.6 2.3% 26.2 25.7 0.5 1.9% 14.0 14.0 - 6.0 14.0 14.0 28.0 34.0
Effective tax rate. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . EBITDA margin on sales revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . EBIT margin on sales revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Basic earnings per share (i) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Diluted earnings per share (i) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Dividends paid or declared: Interim dividend . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Special dividend paid with interim dividend. . . . . . . . . . . . . . . . . . . . . . . . . . . . . Final dividend . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(i) Basic and diluted earnings per share are impacted by the effect of shares held in trust for employee share plans and instruments held under executive remuneration plans. n/m - not meaningful

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Balance sheet

Balance sheet
	As at 30-Jun-07 30-Jun-06 Change 2007/2006 $m $m $m (% change)
Current assets Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Trade and other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Derivative financial assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current assets Trade and other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Property, plant and equipment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Intangibles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deferred tax asset . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Derivative financial assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Defined benefit assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total non current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Current liabilities Trade and other payables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Current tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Derivative financial liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Revenue received in advance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current liabilities Trade and other payables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Derivative financial liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Revenue received in advance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total non current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Equity Equity available to Telstra entity shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . Minority interest. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total equity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	823 689 134 19.4% 3,891 3,721 170 4.6% 332 224 108 48.2% 41 21 20 95.2% 266 244 22 9.0% 5,353 4,899 454 9.3% 190 146 44 30.1% 17 20 (3) (15.0%) 19 23 (4) (17.4%) 24,607 23,592 1,015 4.3% 6,625 6,123 502 8.2% 1 1 - - 249 391 (142) (36.3%) 814 1,029 (215) (20.9%) 32,522 31,325 1,197 3.8% 37,875 36,224 1,651 4.6% 4,207 3,570 637 17.8% 2,743 1,982 761 38.4% 449 428 21 4.9% 628 737 (109) (14.8%) 177 12 165 1375.0% 1,230 1,170 60 5.1% 9,434 7,899 1,535 19.4% 195 197 (2) (1.0%) 11,619 11,442 177 1.5% 1,513 1,705 (192) (11.3%) 834 974 (140) (14.4%) 1,328 768 560 72.9% 372 405 (33) (8.1%) 15,861 15,491 370 2.4% 25,295 23,390 1,905 8.1% 12,580 12,834 (254) (2.0%) 12,329 12,588 (259) (2.1%) 251 246 5 2.0% 12,580 12,834 (254) (2.0%) 15,440 13,712 1,728 12.6% 14,586 13,022 1,564 12.0% 9.1 10.3 (1.2) (11.7%) 1.5 1.4 0.1 7.1% 15.9% 15.7% 0.2 26.1% 24.3% 1.8 21.8% 21.0% 0.8 53.7% 50.4% 3.3
Gross debt. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . EBITDA interest cover (times) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net debt to EBITDA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Return on average assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Return on average equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Return on average investment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net debt to capitalisation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Cash flow summary

Cash flow summary
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Receipts from customers (inclusive of GST) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Payments to suppliers and to employees (inclusive of GST) . . . . . . . . . . . . . . . . . . . Net cash generated by operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Income taxes paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net cash provided by operating activities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . Payments for property, plant and equipment. . . . . . . . . . . . . . . . . . . . . . . . . . . . Payments for intangibles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Capital expenditure before investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Investment expenditure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Capital expenditure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Receipts from asset sales/other proceeds/dividends . . . . . . . . . . . . . . . . . . . . . . . . Repayment of loan to jointly controlled and associated entities . . . . . . . . . . . . . . . . Interest received . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net cash used in investing activities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Operating cash flows less investing cash flows. . . . . . . . . . . . . . . . . . . . . . . . . . Movements in borrowings/finance leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Staff repayments of share loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Purchase of shares for employee share plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . Finance costs paid. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net cash used in financing activities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net increase/(decrease) in cash. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	26,187 25,191 996 4.0% (16,049) (14,756) (1,293) 8.8% 10,138 10,435 (297) (2.8%) (1,618) (1,882) 264 (14.0%) 8,520 8,553 (33) (0.4%) (4,657) (3,636) (1,021) 28.1% (995) (619) (376) 60.7% (5,652) (4,255) (1,397) 32.8% (330) (48) (282) 587.5% (5,982) (4,303) (1,679) 39.0% 329 255 74 29.0% (24) - (24) n/m 56 74 (18) (24.3%) (5,621) (3,974) (1,647) 41.4% 2,899 4,579 (1,680) (36.7%) 1,760 469 1,291 275.3% 18 24 (6) (25.0%) - (6) 6 - (1,056) (945) (111) 11.7% (3,479) (4,970) 1,491 (30.0%) (2,757) (5,428) 2,671 (49.2%) 142 (849) 991 (116.7%)
	(2,757) (5,428) 2,671
	142 (849) 991

(

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Segment information

Segment information
	Segment revenue Year ended 30 June 2007 2006 Change $m $m %	Segment EBIT Year ended 30 June 2007 2006 Change $m $m %
Telstra Consumer, Marketing and Channels . . . . . Telstra Business . . . . . . . . . . . . . . . . . . . . . . Telstra Enterprise and Government . . . . . . . . . . Telstra Wholesale . . . . . . . . . . . . . . . . . . . . . Sensis . . . . . . . . . . . . . . . . . . . . . . . . . . . . Telstra International . . . . . . . . . . . . . . . . . . . Telstra Operations. . . . . . . . . . . . . . . . . . . . . Other (i) . . . . . . . . . . . . . . . . . . . . . . . . . . . Eliminations . . . . . . . . . . . . . . . . . . . . . . . . Total Telstra (ii). . . . . . . . . . . . . . . . . . . . . .	9,509 8,879 7.1% 3,241 3,163 2.5% 4,529 4,531 (0.0%) 2,957 2,902 1.9% 1,968 1,835 7.2% 1,606 1,481 8.4% 243 307 (20.8%) 108 116 (6.9%) (452) (480) 5.8% 23,709 22,734 4.3%	5,593 5,634 (0.7%) 2,592 2,541 2.0% 2,609 2,636 (1.0%) 2,867 2,694 6.4% 752 863 (12.9%) 61 156 (60.9%) (3,913) (4,173) 6.2% (4,827) (4,883) 1.1% 45 29 55.2% 5,779 5,497 5.1%

(i) Results for the Other segment consists primarily of business unit results that do not qualify as segments in their own right. The Asset Accounting Group is the main contributor to the segment EBIT for this segment, which is primarily depreciation and amortisation charges.

(ii) For segment reporting purposes, certain items are disclosed or may be reallocated between business units as required by the applicable accounting standard, and as a result may differ from our internal reporting framework. There are also certain items that are not reallocated to segments due to the management accountability framework or our internal reporting systems as follows:

Sales revenue associated with mobile handsets for the Consumer, Business and Enterprise and Government segments are allocated to the Consumer segment. Ongoing prepaid and postpaid mobile revenues derived from our mobile usage is recorded in all three of these segments depending on the type of customer serviced. In addition, the majority of goods and services purchased associated with our mobile revenues are allocated to the Consumer segment;
Revenue received in advance in relation to installation and connection fees is allocated totally to Consumer; and
Revenue derived from our BigPond® Internet products are recorded in the customer facing business segments of Consumer, Business and Enterprise and Government. Certain distribution costs in relation to these products are recognised in these three business segments. Telstra Operations recognise certain expenses in relation to the installation and running of the broadband cable network. In accordance with our application of the business segment definition in relation to customer type, we have not reallocated these items to the Telstra BigPond business segment.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Statistical data summary (i)

Statistical data summary (i)
Statistical data summary
	Year ended 30 June 2007 2006 Change % change
Fixed telephony statistical data Basic access lines in service (in millions) Residential . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total retail customers. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Domestic wholesale. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total basic access lines in services (in millions). . . . . . . . . . . . . . . . . . . . . . . . . . Billable traffic data (in millions) Local calls (number of calls). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . National long distance minutes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Fixed to mobile minutes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . International direct minutes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ISDN access (basic lines equivalents) (in thousands). . . . . . . . . . . . . . . . . . . . . . . . Billable traffic data (in millions) Inbound calling products - B party minutes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Inbound calling products - A party calls . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mobile services statistical data Mobile services in operation (SIO) (in thousands) 3GSM. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2GSM. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CDMA. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mobile services in operation (in thousands). . . . . . . . . . . . . . . . . . . . . . . . . . . . Total wholesale mobile SIOs (in thousands). . . . . . . . . . . . . . . . . . . . . . . . . . . . Billable traffic data (in millions) Mobile voice telephone minutes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Number of short messaging service (SMS) sent . . . . . . . . . . . . . . . . . . . . . . . . . . . Internet statistical data Online subscribers (in thousands) Broadband subscribers - retail . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Broadband subscribers - wholesale . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total broadband subscribers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Narrowband subscribers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total online subscribers (in thousands). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total FOXTEL†subscribers (in thousands). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Employee data Domestic full time staff . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Full time staff and equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total workforce . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5.53 5.47 0.06 1.1% 2.25 2.31 (0.06) (2.6%) 7.78 7.78 - - 1.98 2.16 (0.18) (8.3%) 9.76 9.94 (0.18) (1.8%) 6,528 7,432 (904) (12.2%) 7,130 7,215 (85) (1.2%) 4,687 4,491 196 4.4% 528 534 (6) (1.1%) 1,172 1,214 (42) (3.5%) 2,635 2,922 (287) (9.8%) 1,008 1,012 (4) (0.4%) 2,003 317 1,686 531.9% 5,947 6,468 (521) (8.1%) 1,262 1,744 (482) (27.6%) 9,212 8,529 683 8.0% 131 119 12 10.1% 8,640 7,361 1,279 17.4% 4,902 3,019 1,883 62.4% 2,406 1,506 900 59.8% 1,762 1,427 335 23.5% 4,168 2,933 1,235 42.1% 654 1,027 (373) (36.3%) 4,822 3,960 862 21.8% 1,265 1,129 136 12.0% 35,706 37,599 (1,893) (5.0%) 43,411 44,452 (1,041) (2.3%) 47,840 49,443 (1,603) (3.2%)

(i) Refer detail of data included in each product section.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Income

Income
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Fixed telephony Basic access. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Local calls . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PSTN value added services. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . National long distance calls. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Fixed to mobile. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . International direct . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Fixed interconnection . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	3,333 3,317 16 0.5% 845 1,023 (178) (17.4%) 257 246 11 4.5% 808 913 (105) (11.5%) 1,487 1,490 (3) (0.2%) 184 201 (17) (8.5%) 276 309 (33) (10.7%)
Total PSTN products. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ISDN products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Inbound calling products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Payphones . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Customer premises equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Intercarrier access services. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other fixed telephony . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total fixed telephony. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mobiles Mobile services - retail . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mobile services - wholesale . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total mobile services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mobile handsets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total mobiles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Internet Narrowband . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Retail broadband . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Wholesale broadband . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total internet. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . IP & data access Internet direct . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Specialised data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . IP access . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Wholesale internet & data. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total IP & data access . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Business services and applications . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Advertising and directories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CSL New World . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . TelstraClear . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Offshore services revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Pay TV bundling . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other minor items . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Elimination for wireless broadband . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Sales revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	7,190 7,499 (309) (4.1%) 749 806 (57) (7.1%) 413 414 (1) (0.2%) 92 104 (12) (11.5%) 318 274 44 16.1% 181 152 29 19.1% 317 318 (1) (0.3%) 9,260 9,567 (307) (3.2%) 4,932 4,503 429 9.5% 51 36 15 41.7% 4,983 4,539 444 9.8% 718 467 251 53.7% 5,701 5,006 695 13.9% 144 220 (76) (34.5%) 1,213 730 483 66.2% 568 469 99 21.1% 20 18 2 11.1% 1,945 1,437 508 35.4% 157 143 14 9.8% 796 884 (88) (10.0%) 443 342 101 29.5% 231 215 16 7.4% 1,627 1,584 43 2.7% 1,053 1,055 (2) (0.2%) 1,835 1,711 124 7.2% 1,000 830 170 20.5% 573 620 (47) (7.6%) 348 295 53 18.0% 344 320 24 7.5% 271 360 (89) (24.7%) (284) (73) (211) 289.0% 23,673 22,712 961 4.2% 36 22 14 63.6% 23,709 22,734 975 4.3% 251 328 (77) (23.5%) 23,960 23,062 898 3.9%

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Income Summary

In the following discussion, we analyse revenue for each of our major products and services. The principal areas of operating revenue growth for fiscal 2007 were:

mobiles reflecting the continued growth in the number of subscribers particularly the increased demand for 3GSM services, and growth in data services and higher minutes of use;
broadband due to a significant increase in our subscriber base partially due to migration from narrowband products but also an increased market share and overall growth in the online market, and customers continued demand for applications and content;
advertising and directories due to the introduction of new initiatives within the print directories, strong online customer usage and the purchase of SouFun in August 2006 and Adstream in February 2006;
CSL New World due to additional revenue received as a result of the merger between Hong Kong CSL and New World PCS in fiscal 2006; and
IP access driven primarily by the increased use of IP services by business customers (medium and large enterprises), the introduction of new products to meet customer needs and the increased use of the internet by businesses at greater bandwidth;

partially offset by a decline in:

specialised data as a result of products entering the mature phase of their product lifecycle with customers moving to better business solutions in IP access products;
narrowband due to migration to broadband; and
ISDN due to a reduction in voice calls revenue as a result of pricing pressures and lower minutes of use, and decreased data calls revenue due to migration to alternative products such as ADSL, BDSL and symmetrical HDSL.

PSTN products revenue has also declined as customers continue to move towards alternative products and services to satisfy their requirements. However it is now declining at a lower rate than that experienced in prior periods. Specifically, the decline in retail access lines in service held steady for the first time since fiscal 2001 due to the introduction of subscription pricing plans and other market based management initiatives resulting in a substantial turnaround in retail resale churn results.

We continue to see a shift in revenue from our traditional higher margin products (such as PSTN) to the new generation of consumer products (such as mobiles and broadband). In the latter area we have had three significant launches in fiscal 2007 with the launch of our Next G™ mobile broadband network, Telstra Next IP™ Network (our fully integrated national IP network) and ADSL 2+ high speed broadband product offering. In the second half of fiscal 2006, we also introduced our first subscription based price offers into the consumer PSTN market to help address the decline of our PSTN revenues and to make pricing simple for our customers. This was followed in the small to medium business area where we also launched subscription pricing plans during fiscal 2007. We have also rolled out market based management throughout our business to enable us to better serve our customers as we better understand their needs. These initiatives are showing positive signs in our revenue results as detailed above and throughout the financial highlights.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Fixed telephony

Fixed telephony
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
PSTN products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ISDN products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Inbound calling products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Payphones . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Customer premises equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Intercarrier access services. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other fixed telephony . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	7,190 7,499 (309) (4.1%) 749 806 (57) (7.1%) 413 414 (1) (0.2%) 92 104 (12) (11.5%) 318 274 44 16.1% 181 152 29 19.1% 317 318 (1) (0.3%)
Total fixed telephony revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	9,260 9,567 (307) (3.2%)

PSTN products

PSTN products
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Basic access revenue: - Retail . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - Domestic wholesale. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total basic access revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Local call revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . PSTN value added services revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . National long distance call revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Fixed to mobile revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . International direct revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Fixed interconnection . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total PSTN products revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	2,587 2,591 (4) (0.2%) 746 726 20 2.8% 3,333 3,317 16 0.5% 845 1,023 (178) (17.4%) 257 246 11 4.5% 808 913 (105) (11.5%) 1,487 1,490 (3) (0.2%) 184 201 (17) (8.5%) 276 309 (33) (10.7%) 7,190 7,499 (309) (4.1%) 5.53 5.47 0.06 1.1% 2.25 2.31 (0.06) (2.6%) 7.78 7.78 - - 1.98 2.16 (0.18) (8.3%) 9.76 9.94 (0.18) (1.8%) 60.83 62.30 (1.47) (2.4%) 6,528 7,432 (904) (12.2%) 7,130 7,215 (85) (1.2%) 4,687 4,491 196 4.4% 528 534 (6) (1.1%)
Basic access lines in service (in millions) Residential . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total retail . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Domestic wholesale. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total access lines in service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Average revenue per user per month $'s . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Number of local calls (in millions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . National long distance minutes (in millions) (i). . . . . . . . . . . . . . . . . . . . . . . . . . . Fixed to mobile minutes (in millions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . International direct minutes (in millions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Note: statistical data represents management's best estimates.

(i) Includes national long distance minutes from our public switched telephone network (PSTN) and independently operated payphones. Excludes minutes related to calls from non-PSTN networks, such as mobiles, ISDN and virtual private networks.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Total PSTN products revenue declined by 4.1% to $7,190 million during fiscal 2007. This decline has slowed when compared with the 6.8% decline in fiscal 2006. In the second half of fiscal 2007, our PSTN revenue only declined by 2.5% compared with the prior corresponding period, showing a significant improvement on the first half year decline of 5.6%. In particular, total retail access lines in service stopped declining and held steady for the first time since fiscal 2001.

During the second half of fiscal 2006, we introduced subscription pricing plans for our PSTN customers, which offer greater choice and value from the home phone, including untimed national long distance calls and low or no charge local calls. Overall, these plans have impacted positively on our PSTN revenue performance for the current fiscal year, as evidenced by the significantly slowed decline in PSTN revenue and the number of retail access lines holding steady. We have also introduced market based management initiatives which focused on targeting individual customer segments and understanding their unique needs. Such initiatives, together with subscription based plans and an increase in multi-product holding numbers during the fiscal year, have contributed positively to our PSTN revenue performance. Notably, the decline in fixed to mobile revenue was contained at 0.2%, compared with a decline of 4.9% during the prior corresponding period. Our PSTN retail churn has also turned positive in fiscal 2007.

Challenges still exist in the PSTN market. With the exception of fixed to mobile minutes, there has been a general reduction in PSTN volumes. There was also a decline in total basic access lines for the fiscal year, although the retail lines held steady. Volumes have reduced across local calls, national long distance calls, international direct calls and fixed interconnection. Yields have also declined in local calls, national long distance calls, fixed to mobile calls and international direct calls due to competitive pricing pressure, higher demand for alternative products, as well as the impact of newly introduced subscription pricing plans on certain categories as discussed below.

Basic access

Our basic access revenue includes monthly rental fees, installation charges and connection charges, from telephone service connections between a customer's premises and our PSTN network. Basic access revenues are affected by:

demand for telephone services and additional lines;
competition;
regulatory constraints in relation to wholesale basic access;
migration to other products such as broadband and mobiles;
housing growth; and
price changes.

Under our basic access pricing structure, we have a range of access and call pricing packages to give our residential and business customers choice in the plan they select, along with a range of reward options. These pricing packages are reviewed regularly to reflect the changing needs of customers. For the most part, wholesale customers receive the pricing plan which only incorporates the basic telephone service with local call rates, excluding long distance and fixed to mobile calls (with a "residential" and "business" differentiation still applying).

Our revenue from basic access services has increased slightly by 0.5% to $3,333 million, an improvement from a decline of 1.3% in fiscal 2006. Retail basic access lines have remained at the same level seen in the prior fiscal year, which is a considerable improvement from a decline of 3.4% in fiscal 2006. Retail churn results are positive at the end of fiscal 2007 and we have experienced positive retail churn since October 2006. Despite strong competition and migration to alternative products such as ULL (unconditioned local loop), broadband and mobiles, our number of residential access lines actually increased by 1.1%. Our business basic access lines decreased slightly by 2.6%. The loss of access lines in service came from the Wholesale business, which has declined by 8.3%, compared with growth of 4.3% in fiscal 2006, highlighting the churn impact between our retail and wholesale businesses and the impact of ULL. As a result, our total basic access lines declined by 1.8%.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

We introduced new subscription based plans in April 2006, where customers pay a fixed price for a range of PSTN services including access charges. Such HomeLine® plans, including HomeLine® Ultimate, HomeLine® Together and HomeLine® Reach, have contributed positively by containing the decline in the number of retail access lines and guaranteeing a fixed amount of return per access line. 364 thousand residential services are now on HomeLine® subscription based plans, representing 6.6% of our residential subscriber base.

The rental revenue has also increased slightly due to a rise in line rental price charges from December 2005, which included a rise in basic access prices for wholesale and non preselected retail residential customers. Price increases for new service connections have also contributed to increased revenue. Partly offsetting this was an increase in the discounts to whole of business customers and pensioners on certain plans.

Local calls

Our local call revenue from local call charges, consists of revenue from local calls on our PSTN network and includes revenue from our MegaPop product which allows ISPs to offer untimed local call PSTN dial-up access for their customers via a single national dial-up 019 number. For the most part we charge for local calls without a time limit.

Our local call revenue is affected by:

customers migrating to other access services, such as mobiles, broadband and fixed to mobile calling, which no longer require the use of local calls;
the number of basic access lines in service;
increasing use of email;
competition; and
pricing changes.

Local call revenue decreased by 17.4% to $845 million, with both our retail and wholesale revenues being negatively impacted by ongoing product substitution from fixed calling to mobile voice calls and SMS, which is accelerated by the take up of capped mobile plans that have been heavily promoted by competitors. Substitution of data local calls continues to occur due to the migration of narrowband internet customers to broadband.

Generally, call volumes have continued to fall with a reduction in calls made by 12.2%, reflecting the impact of customers migrating to other products discussed above and a reduction of average number of calls per customer. Call volumes again declined at a faster rate than the decline in the number of total lines in service. Prices have also fallen due to ongoing discounting and the impact of some subscription based pricing plans which offer free local calls as part of the package, such as HomeLine® Ultimate and HomeLine® Together.

PSTN value added services

PSTN value added services revenue consists of a range of residential and business call completion and complex products such as MessageBank®, silent lines, calling number display and call return.

Our revenue from PSTN value added services increased by 4.5% to $257 million during the fiscal year.

Messaging and call completion products increased by 9.8% to $181 million. Most of the growth has been driven by Easycall revenue reflecting higher revenue as a result of the inclusion of Easycall features as a standard part of higher value subscription based plans such as HomeLine® Ultimate. Similarly, our voice messaging revenue has also grown due to the impact of subscription pricing.

National long distance calls

Our revenue from national long distance consists of revenue from national long distance calls made from our PSTN network to any fixed network.

We generally charge for national long distance calls based on the time of day, day of week, destination and duration of the call, but packages are also offered on a capped price basis and under subscription pricing arrangements. For instance, under the HomeLine® Ultimate plans, national long distance calls are offered

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

at no additional charges as part of the package. A variety of promotions and pricing options are offered to encourage our customers to use our service and to inform them about the price and value of our service.

Customer perceptions about the cost and value of our service relative to competitor alternatives and general economic conditions largely drive our national long distance call revenue. Competitive activity continues to negatively affect this revenue category directly through override and preselection and indirectly through competition for access lines. In addition, national long distance calls are impacted by customers migrating to mobile, broadband and fixed to mobile calling.

Our operating revenue from national long distance calls declined by 11.5% to $808 million during fiscal 2007. The major contributor to the reduction in revenues year on year is a decline in revenue per minute. There have been significant pricing and package changes in the fiscal year which have impacted results. Despite a flagfall increase for all residential HomeLine® plans in August 2006 and a recent increase in flagfall in the business segment, national long distance revenue per minute has been impacted by the take up of subscription plans as discussed above. Reductions in rates between distance bands and an increase in capped call duration have also contributed to the decline in revenue per minute.

In addition, competitor activity in the fixed line market continues to be high and most carriers have a fixed or mobile cap, or a combination of both in the market. This is having a direct impact on our national long distance revenues particularly where competitors are bundling these calls with broadband offerings. Call volumes continued to decline as a result of the impact of fixed to mobile substitution and other calling options available to customers.

We continue to respond to competition offering a range of packages assisted by our market based management approach. However, with the strong growth in mobile and internet services in the Australian market, we expect national long distance call revenue to continue to be negatively impacted by ongoing migration of customers to mobile and internet products. The continued growth of subscription pricing plans also contributes to the decline in national long distance revenue per minute, despite its positive impact in slowing the decline in the number of basic access services in operations.

Fixed to mobile calls

Our fixed to mobile revenue is generated by calls originating on our fixed networks and terminating on any mobile network. We generally charge for fixed to mobile calls based on time of day, customer type and plan type, however packages are also offered on a capped price basis and under various subscription pricing plans. The growth of the Australian mobile telecommunications market has driven revenue expansion in this product category in recent times. However, the introduction of capped plans in the mobile market has now impacted the volume of fixed to mobile activity as customers continue to slowly move their usage from our PSTN products to mobiles. The fixed to mobile environment is influenced by fixed to mobile preselection, whereby the carriage service provider (CSP) selected by a customer for national long distance calls automatically becomes the customer's provider for fixed to mobile calls.

During the fiscal year, fixed to mobile revenue declined marginally by 0.2% to $1,487 million. This decline has slowed significantly compared with a decline rate of 4.8% in the prior fiscal year, largely attributable to the continued expansion of mobile services in the Australian market, as well as growth in subscription based pricing plans. They have also helped stimulate higher call volumes including higher number of calls, minutes of use per subscriber and average call duration. The volume growth is also consistent with the growth in the total market mobile SIOs, i.e. a higher number of mobiles on which fixed calls can terminate, and the higher number of calls.

The slight decline was driven by lower revenue per minute resulting from higher discounts associated with ongoing competitive pressure, including incorporating fixed to mobile calls in reward offerings and subscription plans. This increase in the level of discounting is representative of our increased campaign activity aimed at reducing customer churn to other providers and win customers in the market place. Another driver for the decline is the continued migration to subscription based plans, which offer capped calls to both Telstra and non-Telstra mobiles.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

International direct calls

Our operating revenue from international direct relates to revenue we generate from international calls made from Australia to a destination outside Australia (outbound). This revenue is largely driven by international events, customer perceptions about the cost and value of our service, competition, migration to broadband alternatives, promotion and advertising, and general economic conditions.

Our international direct revenue declined by 8.5% to $184 million primarily as a result of continued competitive pressure on price and lower volumes, despite improving from a decline of 14.1% in fiscal 2006. Factors which have influenced this trend include the competitive pressures from calling cards, increased use of emails, fixed to mobile substitution and the growth of Voice over IP in the market place. International direct minutes declined by only 1.1% for the fiscal year. Despite increases in flagfall rates, our international direct revenue per minute still experienced a reduction as a result of the factors discussed above, as well as the growth of subscription plans offering cheaper capped international calls.

Fixed interconnection

Fixed interconnection is made up of local and non local PSTN/ISDN access interconnection services provided to other carriers and Global Linx, a Telstra Wholesale international voice call product. This category is a highly regulated area of the Australian telecommunications market.

Our operating revenue from fixed interconnection decreased by 10.7% to $276 million driven mainly by a reduction in volumes whilst yield remains consistent year on year. Volume declines are in line with cross company trends in PSTN traffic and have been particularly impacted by migration to mobiles and, to a small degree, ULL build.

ISDN products

ISDN is a flexible, switched network based on digital technology. It can support several applications at one time (such as voice, data and video) while using a single access point to the network. ISDN services are offered to residential and business customers across Australia. Our ISDN products revenue is impacted by offerings and packages in the broadband market, growth in the number of DSL enabled exchanges and migration to advanced data products such as IP solutions in the business markets.

ISDN products

ISDNproducts
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Access revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Data calls . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Voice calls . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	419 417 2 0.5% 90 118 (28) (23.7%) 240 271 (31) (11.4%)
Total calls revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total ISDN products revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	330 389 (59) (15.2%) 749 806 (57) (7.1%) 224.99 229.46 (4.47) (1.9%) 1,172 1,214 (42) (3.5%)
Average revenue per user per month $'s . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ISDN access lines (basic access line equivalents) (in thousands) (i) . . . . . . . . . . . . . . .

Note: statistical data represents management's best estimates.

ISDN access revenue has increased marginally by 0.5% to $419 million. ISDN 2 access has improved by 4.1% to $183 million due to reduced discounting offset by the impact of broadband promotion and growth in DSL enabled exchanges. ISDN 10/20/30 declined by 2.2% to $237 million as a result of yield reduction associated with the acquisition of new services and whole of business deals.

ISDN data calls revenue decreased by 23.7% to $90 million as local and national long distance calls decreased by $20 million and $8 million respectively. This result is due to lower minutes of use as a result of

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

customer migration to alternative products such as ADSL, BDSL and symmetrical HDSL, which offer higher bandwidths at reduced prices.

ISDN voice calls comprising local voice, national voice and international voice calls made on the ISDN network, declined by 11.4% to $240 million, mainly due to a decline in local and national calls by $20 million and $10 million respectively. Revenue declines in ISDN local voice can be attributed to a 13.8% decrease year on year in minutes of use, and a re-classification of Priority® One3 and 1300A party products from ISDN to inbound calling. Both local and national voice calls have experienced a fall in price due to pricing pressure.

Inbound calling products

Our operating revenue from inbound calling products consists principally of the fees we charge our business customers for the provision of inbound calling numbers:

for Freecall™ 1800, the cost of the call, charged to the party called, with no cost incurred by the caller;
• for Priority® 1300 and Priority® One3:
the calling party from a PSTN service incurs a cost of 27.5 cents (including GST) from anywhere in Australia. Different charges apply for calls made from ISDN, mobiles and payphones; and
the service owner incurs the other components of the call charges as applicable.

Our inbound calling products revenue therefore is driven by two different streams, the caller (A party) and the lessee of the inbound service (B party). The A party revenues are affected by substitution to other voice products such as mobiles and the internet. B party revenues are affected by increased customer competition impacting prices.

Inbound calling products

Inbound calling products
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Inbound calling products revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	413 414 (1) (0.2%)
	2,635 2,922 (287) (9.8%) 1,008 1,012 (4) (0.4%)
B party minutes (in millions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A party calls (in millions). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Note: statistical data represents management's best estimates.

Revenue from inbound calling products declined by 0.2% to $413 million mainly due to a decline in revenue from Freecall™ 1800, Priority® One3 and 1300 B party products offset by an increase in Priority® One3 and 1300 A Party products.

Freecall™ 1800 has declined by $8 million due to lower minutes of use as customers trend towards use of 1300 services and the increasing popularity of phone word numbers being used. Priority® One3 and 1300 B party revenues declined by $4 million despite an increase in SIOs due to lower minutes of use after the loss of two volume driving customers. Trends have also declined due to competitive market pressures.

This was offset by revenue growth of $11 million in Priority® One3 and 1300 A party revenues after a price increase from 25 cents per call to 27.5 cents per call during the year, and an increase in call volumes.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Payphones

Payphones
		Year ended	30 June
	2007	2006	Change 2007/2006
	$m	$m	$m (% change)

Payphone revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	92	104	(12)	(11.5%)

Telstra owned and operated payphones (thousands) . . . . . . . . . . . . . . . . . . . . . . .	25	30	(5)	(16.7%)
Privately owned and operated payphones (thousands) . . . . . . . . . . . . . . . . . . . . .	25	27	(2)	(7.4%)
Total number of payphones (in thousands) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	50	57	(7)	(12.3%)

Note: statistical data represents management's best estimates.

Payphone revenue declined by 11.5% to $92 million in the year ended 30 June 2007. This is a result of a reduction in coin revenue of $9 million, with call and product substitution from payphones to pre-paid mobiles. Phone-card revenue also reduced by $2 million resulting from increased competitor pre-paid calling cards with international call rates at 1 to 2 cents per minute to some locations. We have removed a number of low usage payphones resulting in a reduction in the number of Telstra owned and operated payphones.

Customer premises equipment

Customer premises equipment
																																						Year ended	30 June
																																					2007	2006	Change 2007/2006
																																					$m	$m	$m (% change)
Customer premises equipment .	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	.	318	274	44 16.1%

Customer premises equipment (CPE) revenue increased by 16.1% to $318 million. This increase was mainly driven by growth in enhanced CPE products, PBX products and Telstra branded and non-branded consumer products, offset by a decline in first and extension phones.

Enhanced CPE products grew by $20 million after Telstra Business Systems CPE-carriage bundles increased unit sales by 30% as a result of strong marketing activity. New dealer recruitment via Telstra Licensed Shop channels has also contributed to strong sales that have had a positive effect on year on year growth.

PBX products have increased mainly due to additional revenue being generated from acquired entities Converged Networks Pty Ltd ($7 million) which was acquired in April 2006, and Touchbase Avaya Pty Ltd ($4 million) acquired in July 2006. Service revenue increased this year by $8 million resulting mainly from new contracts acquired in fiscal 2007.

Telstra branded and non branded products have increased by $12 million due mainly to digital and IT equipment revenue growth consistent with sales activity on the Next G™ network, offset by a $10 million decline in first and extension phones caused by continued substitution to sales CPE and mobiles.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Intercarrier access services

Our operating revenue from intercarrier fixed access products consists of revenue from facilities access, unconditioned local loop, switch ports and interconnect network services, wholesale operator services, local number portability and other wholesale access.

Intercarrier access services

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||||||
|---|---|---|---|---|
|Year ended 30 June|
|2007|2006|Change|2007/2006|
|$m|$m|$m|(% change)|
|Intercarrier access services. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|181|152|29|19.1%|

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Intercarrier fixed access revenue increased by 19.1% to $181 million during the year ended 30 June 2007. The main driver in the growth has been facilities access which has grown by 25.6% or $21 million due to other carrier/service providers expanding their infrastructure by using Telstra Equipment and Building Access (TEBA). TEBA sites have increased year on year by 44.3% as service providers seek to extend DSL capability and prepare to build their own infrastructure.

Unconditioned local loop has increased by 26.1% or $8 million due to competitors building their own networks. SIOs have increased by 99.2% from 120 thousand to 239 thousand during fiscal 2007 but revenue is not reflective of this as regulatory pressure has led to a downward pricing adjustment. A number of interim determinations were released by the Australian Competition and Consumer Commission (ACCC) in the first half of fiscal 2007 which set a band 2 ULL price of $17.70 per month applicable to several customers. This price has later been reduced in a draft final determination issued by the ACCC in June which is substantially lower than the rates applicable in the prior year. Offsetting this growth is a decline of $4 million in other wholesale access products due to a reduction in commercial and pre-selection churn charges and wholesale billing service charges.

Other fixed telephony

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|||||||
|---|---|---|---|---|---|
|Year ended 30 June|
|2007|2006|Change|2007/2006|
|$m|$m|$m|(% change)|
|Telstra information and connection services . . . . . . . . . . . . . . . . . . . . . . . . . . . .|131|120|11|9.2%|
|Virtual private network . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|12|17|(5)|(29.4%)|
|International freecall™|. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|7|7|-|-|
|Card services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|43|50|(7)|(14.0%)|
|Satellite products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|17|14|3|21.4%|
|Customnet and spectrum . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|107|110|(3)|(2.7%)|
|Total other fixed telephony revenue|. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|317|318|(1)|(0.3%)|

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In the year ended 30 June 2007, revenue from other fixed telephony decreased by 0.3% to $317 million mainly due to a decline in card services, virtual private networks and customnet and spectrum offset by an increase in Telstra information and connection services.

Card services include postpaid card services, such as Homelink®, Telecard and OneNumber, and prepaid card services, such as Prepaid Home, Phoneaway®, and Say G'day®. The decline in card services revenue reflects an overall decline in the number of services due to substitution to cheaper and more convenient calling products such as mobiles.

Virtual private network enables multi location customers to link premises in Australia and overseas to an integrated system without the use of leased lines. Virtual private network revenue has decreased due to the discounting of call rates arising from competitive pressures and call substitution like fixed to mobile, mobile to mobile and SMS.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Customnet and spectrum is a fully managed telephone system that provides a premium voice communication application. The decrease in revenue is mainly due to declining local call revenue caused by substitution to products such as fixed to mobile and lower prices offered to customers.

Telstra information and connection services include operator assisted calls, directory assistance, Sensis 1234 call connect and emergency reporting services. Sensis 1234 and 12456 call connect are premium directory services for residential and business information including most telephone numbers, addresses, business operating hours and URLs (where available). The increase in Telstra information and connection services revenue is due to increased Sensis 1234 and 12456 call connect revenues arising from longer average handling times of calls as a result of additional content on offer, including updates on the weather, sporting events and film schedules. This is offset by a decline in usage of directory assistance as customers move to the Sensis 1234 and 12456 product and a decline in international operator assisted calls. In addition, people have moved to internet search engines such as Yellow™ and WhitePages® online respectively.

Mobiles

Our operating revenue from mobiles consists of revenue from access fees and call charges, as well as other services comprising international roaming, mobile MessageBank®, Short message service (SMS) and other mobile data. Mobile data includes mobile wireless broadband products from platforms such as EVDO and HSDPA which work off our CDMA and 3GSM 850 networks respectively. Mobiles revenue also includes revenue from the sale of mobile handsets and interconnection charges where calls from other carriers' customers terminate on our network.

Our mobile call charges include all calls made from mobiles including long distance and international calls, but exclude calls made from our fixed network which is classified as fixed to mobile within PSTN, and mobile revenues from CSL NewWorld which are classified as controlled entity revenue.

In October 2006, we launched the Next G™ network, a new 3GSM network operating in the 850 megahertz spectrum. We now provide services over four primary mobile technologies, CDMA, 2GSM, 3GSM 850 and 3GSM 2100. We have had large amounts of our current subscribers migrating from our old networks onto our 3GSM networks and 3GSM SIOs now account for 21.7% of our total SIO base. Around half of these SIOs have resulted from migration from our other networks. We will reduce our level of network costs and complexity once our CDMA network is closed scheduled for January 2008. It has also enabled us to provide our customers with faster speeds, better coverage and access to a greater range of services and content than our older network. We continue to offer 3GSM services to our customers over our existing 3GSM 2100 network through our joint venture with Hutchison Telecommunication (Australia) Limited (Hutchison).

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Mobiles
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Access fees and call charges (i) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	2,682 2,684 (2) (0.1%)
International roaming . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mobile messagebank®. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mobile data - Short message service (SMS) (ii) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - Non SMS data (i)(iii) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total mobile data (i). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total mobile services revenue - retail . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mobile services revenue - mobiles interconnection . . . . . . . . . . . . . . . . . . . . . . . . Total mobile services revenue - retail & interconnection . . . . . . . . . . . . . . . . . . . . . Mobile services revenue - wholesale . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total mobile services revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mobile handset sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total mobile revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	327 266 61 22.9% 231 198 33 16.7% 641 494 147 29.8% 458 238 220 92.4% 1,099 732 367 50.1% 4,339 3,880 459 11.8% 593 623 (30) (4.8%) 4,932 4,503 429 9.5% 51 36 15 41.7% 4,983 4,539 444 9.8% 718 467 251 53.7% 5,701 5,006 695 13.9% 2,003 317 1,686 531.9% 5,947 6,468 (521) (8.1%) 1,262 1,744 (482) (27.6%) 9,212 8,529 683 8.0% 74.25 n/m n/m n/m 35.30 39.42 (4.12) (10.5%) 37.50 38.34 (0.84) (2.2%) 46.34 44.79 1.55 3.5% 533 97 436 449.5% 43.66 43.91 (0.25) (0.6%) 3,697 3,597 100 2.8% 5,515 4,932 583 11.8% 9,212 8,529 683 8.0% 11.74 10.85 0.89 8.2% 61.04 59.11 1.93 3.3% 64 73 (9) (12.3%) 67 46 21 45.7% 131 119 12 10.1% 4,902 3,019 1,883 62.4% 20.4% 23.4% (3.0%) 8,640 7,361 1,279 17.4% 10.32 7.28 3.04 41.8%
3GSM mobile SIO (thousands) (iv) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2GSM mobile SIO (thousands) (v) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CDMA mobile SIO (thousands) (v) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total mobile SIO (thousands) (v). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	2,003 317 1,686 5,947 6,468 (521) 1,262 1,744 (482)
	9,212 8,529 683
Average 3GSM revenue per user per month $'s . . . . . . . . . . . . . . . . . . . . . . . . . . . Average 2GSM revenue per user per month $'s . . . . . . . . . . . . . . . . . . . . . . . . . . . Average CDMA revenue per user per month $'s . . . . . . . . . . . . . . . . . . . . . . . . . . . Average revenue per user per month $'s (including interconnection) (vi) . . . . . . . . . . . Wireless broadband - SIO (thousands) (included in CDMA SIO & 3GSM above) . . . . . . . . Average revenue per user per month excluding wireless broadband $'s . . . . . . . . . . . . Prepaid mobile SIO (thousands) (v) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Postpaid mobile SIO (thousands). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total mobile SIO (thousands). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Average prepaid revenue per user per month $'s (excluding interconnection) . . . . . . . . Average postpaid revenue per user per month $'s (excluding interconnection) . . . . . . . CDMA wholesale mobile SIO (thousands) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . GSM wholesale mobile SIO (thousands) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total wholesale mobile SIO (thousands). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Number of SMS sent (in millions) (ii) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deactivation rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mobile voice telephone minutes (in millions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . Average mobile data revenue per user per month $'s (including SMS) (vii) . . . . . . . . . .

Note: statistical data represents management's best estimates.

(i) Our comparatives for June 06 have been restated to reflect a reallocation of data revenues incorrectly classified as access and charges in the prior year.

(ii) Includes short messaging service (SMS) and multimedia messaging services (MMS)

(iii) Includes $284 million of revenue (June 2006: $91 million) relating to wireless broadband services (EVDO & HSDPA) and data packs ($5 to $179).

(iv) Total third generation (“3G”) SIOs include 3GSM SIOs and our EVDO wireless broadband SIOs included in CDMA. The number of 3G SIOs are 2,117 thousand (3GSM: 2,003 thousand plus EVDO: 114 thousand).

(v) Prepaid SIOs in CDMA and 2GSM include SIOs that have completed their recharge only period or have been permanently suspended from operation but are yet to be removed from the subscriber base due to system limitations. Our SIO position taking into account these deactivations would bring our prepaid SIO base to 3,445 thousand or a 4.2% decline from June 2006. Our total SIO base would be 8,961 thousand with a 5.0% increase from June 2006. Our 2GSM SIO base would be 5,830 thousand or a 9.8% decline from June 2006 and our CDMA SIO base would be 1,126 thousand or a 35.4% decline from June 2006.

(vi) Average retail revenue per user per month is calculated using average retail SIOs and includes mobile data, messagebank ® and roaming revenues. It excludes interconnection and wholesale revenue.

(vii) Includes mobile & broadband wireless revenues (EVDO & HSDPA) and data packs ($5 to $179).

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

During fiscal 2007, our mobile services revenue (including interconnection) has increased by 9.5% to $4,932 million driven by 8.0% growth in our total subscriber base and 3.4% growth in our blended ARPU figures. Excluding interconnection our current year mobile services revenue has grown by 11.8%. This represents a significant increase from the prior year on a growing SIO base as growth rates for fiscal 2006 were 4.7% (including interconnection) and 3.3% excluding interconnection.

During the year, demand was particularly strong for 3GSM services, which reached the 2 million subscriber mark during June, inclusive of wireless broadband (EVDO and HSDPA). Increased voice usage saw minutes of use continue to grow, however this was offset by ongoing pressure on prices. We experienced strong growth in data products including SMS, Blackberry‡, and wireless broadband (EVDO and HSDPA) along with increased content including mobile broadband data packs ($5 to $179), browser packs and Foxtel by Mobile† which have contributed to our ARPU uplift. Mobile revenues have also been impacted by the growth in capped price plans and heightened campaign activity particularly around Next G™ services.

Subscriber growth was driven by an increase in postpaid SIOs of 11.8% or 583 thousand SIOs driven primarily by 3GSM with a 1.67 million or 525% increase. This was offset by postpaid CDMA which decreased by 380 thousand or 36.6% in SIOs due to heavy campaigning for migration to the Next G™ network. The CDMA network is scheduled to close in January 2008. 2GSM also declined by 701 thousand or 19.6% due to migration of customers after increased emphasis on 3GSM with the launch of Next G™ in October and the availability of new 3GSM handsets.

Prepaid services have grown in 3GSM and 2GSM with SIOs increasing by 200 thousand offset by a decrease in CDMA by 100 thousand. Prepaid SIOs have improved based on a greater range of new offers available to the market including the launch of our Next G™ prepaid offering at the end of May 2007. In addition to these movements and as part of our CDMA migration strategy, we have a further 136 thousand prepaid CDMA SIOs which are effectively permanently suspended from operation but have not yet been exited from our base due to system limitations. There are also a further 117 thousand 2GSM SIOs unrelated to the migration work but have completed their recharge only period and have not exited due to the same system limitation. Taking into account these additional movements, our prepaid SIO base would have declined by 153 thousand SIOs or 4.2%.

The growth of mobile data content over the Next G™ network has increased usage of wireless broadband HSDPA cards and data packs ($5 to $179) with SIOs growing by 419 thousand for the year ended 30 June 2007. EVDO SIOs increased by 17 thousand but is declining on a monthly basis due to the closure of the CDMA network and migration to Next G™.

Access fee and call charge revenue has marginally declined by 0.1% to $2,682 million year on year reflecting a decrease in CDMA and 2GSM which has been offset by the growth in the Next G™ network. Results have been impacted during the year by the growth in capped price plans which have directly impacted revenue per minute. We have moved from 7.4% of our mobile postpaid customers on capped plans in June 2006 to 12.1% in June 2007. Call minutes generally increased for each technology, but these benefits did not outweigh the reduced price due to capped plans. CDMA prepaid and postpaid revenue per minute was impacted by recent campaigns to migrate customers off the CDMA network and on to the Next G™ network.

Revenue from international roaming grew by 22.9% to $327 million in the year ended 30 June 2007. The rise was due to an increase in both outbound and inbound. Outbound roaming minutes and revenue per call have increased after we established a preferred supplier relationship with key international partners. The increase in inbound roaming revenue is in line with world wide mobile growth trends and the increase of travellers to Australia using their own mobile phones.

Revenue from MessageBank® increased by 16.7% to $231 million primarily due to growth in minutes resulting from higher mobile usage particularly on the Next G™ Network.

SMS and Multimedia Messaging Services (MMS) revenues increased by 29.8% to $641 million after a 62.4% increase in the number of messages sent. This has been stimulated by a 1 cent text offer and other rewards and bonus options offered during fiscal 2007. The majority of non SMS data growth was experienced through the BigPond® and mobile wireless broadband products and data packs ($5 to $179) on HSDPA and

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

EVDO with a significant increase in SIOs as highlighted above. In addition, arriving with the launch of the Next G™ network was the education of the market of new data services. The higher speed network improves the customer experience which has led to a previously non-active data population now using data. This is reflected in the average overall mobile data revenue per user per month increasing by $3.04 or 41.8%. Mobile data is now 22.3% of mobile ARPU due to the increased data content offerings including FOXTEL by mobile†, BigPond® music downloads, videos and games. Wireless email has also contributed to the increase in non SMS data revenues primarily driven by an increase in Blackberry‡ SIOs and usage.

Average revenue per user (ARPU) (inclusive of interconnect) increased by $1.55 to $46.34 for the year ended 30 June 2007 on a blended basis. This has been driven by higher postpaid ARPUs experienced on our 3GSM base compared with the decreases in 2GSM and CDMA technologies with the $20 per month ARPU premium maintained. Data usage under the 3GSM network has been a key driver of this increase.

Wholesale mobile service revenue increased by 41.7% to $51 million due to growth in the Wholesale GSM resale product and GSM postpaid due to new contracts acquired.

Mobiles interconnection revenue has declined 4.8% to $593 million. The main product driving this is mobiles terminating revenue which has been impacted by a retrospective regulatory pricing adjustment totalling $97 million made to the mobiles terminating access (MTA) rate. The rate has dropped from 15 cents per call minute in fiscal 2006 to 12 cents per call minute in fiscal 2007. The decline was despite a 12.0% increase in termination volumes resulting from growth across the entire market. GSM wholesale domestic roaming grew by $47 million as Hutchison 3G Australia customers use Telstra’s GSM network services when outside their service area. A $9 million drop in CDMA roaming is due to migration of Hutchison's CDMA customers to 3GSM. SMS interconnect has grown by $29 million due to an increase in traffic resulting from growth in mobile SIOs as well as a continued increase in the popularity of text messaging as a cheaper alternative to mobile voice calling.

Revenue from handset sales increased by 53.7% to $718 million primarily due to growth in the number of 3GSM mobile handsets sold. This growth is attributed to the launch and popularity of the Next G™ network along with higher priced 3GSM handsets due to their advanced functional capabilities. The move away from CDMA and 2GSM to higher priced 3GSM handsets has also had the effect of increasing the average revenue of handsets sold.

The deactivation rate has decreased during the year by 3.0% due to a decrease in prepaid mobile deactivations by 6.9% as a result of the introduction of a new billing system, which has allowed us to provide better offerings to customers. This rate has also been impacted by the prepaid SIOs which were unable to be deactivated for the period due to system limitations as mentioned above. This was offset by postpaid deactivations that increased by 0.3% due to a clean up of our customer base.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Internet

Revenue from internet services is driven primarily by:

the increased use of the internet by businesses and consumers;
the movement of our customers from basic access and associated calling products to other access services such as ADSL;
demand for greater bandwidth services such as broadband; and
the increased need to access broadband services on a mobile basis.

While internet markets have been experiencing growth, price competition remains. We expect that these trends will continue.

Internet

Internet
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Narrowband . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Retail broadband (i) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Wholesale broadband . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total internet revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	144 220 (76) (34.5%) 1,213 730 483 66.2% 568 469 99 21.1% 20 18 2 11.1% 1,945 1,437 508 35.4% 2,406 1,506 900 59.8% 51.67 51.76 (0.09) (0.2%) 48.49 48.72 (0.23) (0.5%) 1,762 1,427 335 23.5% 29.67 33.75 (4.08) (12.1%) 654 1,027 (373) (36.3%) 14.26 16.40 (2.14) (13.0%)
Broadband subscribers - retail (in thousands) (i)(ii)(iii) . . . . . . . . . . . . . . . . . . . . . . Average broadband retail revenue per subscriber per month $'s (i) . . . . . . . . . . . . . . . Average broadband retail revenue excl. wireless broadband per subscriber per month $'s Broadband subscribers - wholesale (in thousands). . . . . . . . . . . . . . . . . . . . . . . . . Average broadband wholesale revenue per subscriber per month $'s . . . . . . . . . . . . . Narrowband subscribers - retail (in thousands) . . . . . . . . . . . . . . . . . . . . . . . . . . . Average revenue per narrowband subscriber per month $'s . . . . . . . . . . . . . . . . . . .

Note: statistical data represents management's best estimates.

(i) Prior year figures have been restated to include the gross up of mobile broadband revenues relating to EVDO/HSDPA and data pack usage.

(ii) Telstra internet direct (Retail ADSL), Hyperconnect and Symmetrical HDSL are not included in retail broadband revenue and subscriber numbers.

(iii) Our broadband subscribers include 533 thousand subscribers relating to our wireless broadband products and data packs ($5 to $179) for June 2007 and 97 thousand for June 2006. Our prior year figure has been adjusted to reflect this change.

Our narrowband products allow customers to connect to the internet from any telephone line in Australia. Our broadband products allow customers to experience an “always on” connection to the internet, although this is not available to all lines due to technology limitations. During the year there was continued demand for capacity combined with competitive pricing which resulted in customers migrating their narrowband services to broadband. This trend placed additional price pressure on our narrowband products and resulted in a significant decline in our narrowband revenues.

There are a range of internet products and packages offered under our BigPond® brand. Telstra BigPond® home and business packages offer dial-up modem services to residential and business customers across Australia. Telstra BigPond® broadband provides broadband internet services to consumer and business customers via HFC (Hybrid Fibre Coaxial) cable, ADSL (including ADSL 2+) and satellite. We also provide wireless broadband services on the Next G™ and CDMA networks.

During fiscal 2007, our internet revenue grew by 35.4% to $1,945 million. The subscriber base for our broadband products grew significantly, partially due to migration from narrowband products but also due to growth in market share. As at 30 June 2007, we had approximately 4.8 million internet customers with over 2.4 million of these being broadband retail customers. There has been a significant rise in demand for broadband resulting from competitive pricing strategies and ongoing demand for applications and content.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Narrowband revenue decreased by 34.5% to $144 million for fiscal 2007. Home subscribers have declined by 37.4% to 549 thousand and business subscribers by 30.2% to 105 thousand. The decline in narrowband revenue highlights the growing impact of dial-up to broadband migration. We expect this trend to continue with further decline in usage likely to occur as broadband continues to appeal to customers.

Retail broadband revenue increased by 66.2% to $1,213 million for fiscal 2007, mainly due to strong increases in SIOs, while ARPU has been maintained. ADSL, wireless and cable have been key drivers of the SIO growth, with ADSL subscribers increasing by 37.2% to 1.5 million and cable subscribers increasing by 18.6% to 336 thousand. Wireless growth has been strong after HSDPA on the Next G™ network was launched in October 2006. These products contributed 436 thousand to the increase in our subscribers over the last 12 months.

BigPond also marked its tenth anniversary in November with the launch of a new national high speed broadband network. The network delivers significantly increased speeds from exchanges offering ADSL 2+ services. The introduction of a number of key price and value campaigns has also stimulated broadband take up including high-speed cable plans, value offers which included a combination of discounted access and installation offers, various sales channel and marketing initiatives and competitive differentiation such as appealing and popular content offers.

As our customers migrate from narrowband to broadband our overall blended ARPU has increased from June 2006 to June 2007. This result is mainly due to broadband subscribers having a substantially higher ARPU than narrowband and the proportional mix of customers has changed as existing broadband customers are migrating to higher speed plans.

Wholesale broadband revenue increased by 21.1% to $568 million for fiscal 2007, driven by a continuing strong market demand for high bandwidth services stimulated by retail competition. Wholesale DSL internet grade has grown by 21.2% to $508 million driven by SIO growth of 16.6% to 1.4 million, combined with delayed ULL build activity and a stable average revenue per user. Spectrum sharing services has also contributed to revenue growth as more wholesale customers have moved towards this product as opposed to ULL build. Strong spectrum sharing service SIO growth from 152 thousand to 304 thousand has contributed to the revenue increase offset partially by the reduced prices after a number of ACCC determinations relating to this product.

Other revenue, which is made up of media content and BigPond® webhosting services, increased by 11.1% over the year. BigPond® webhosting services primarily relates to the hosting of fully functional personal or business websites for customers. Media content includes revenue from movies, games and music and whilst this business is still small in dollar terms it is starting to show positive growth trends. Movies revenue in particular increased by 38.7% for fiscal 2007 due to growth in SIOs assisted by increased marketing support and major changes to websites and processes. Games revenue grew significantly by 212.9% due to the launch of Gameshop in June 2006 where customers can purchase and download games online.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

IP & data access

IP & data access
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Internet direct . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Specialised data: - Frame relay . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - ATM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - Digital data services. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - Leased lines . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - International private lines . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - Other specialised data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total specialised data. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . IP access . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Wholesale internet & data. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total IP & data access revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	157 143 14 9.8% 258 302 (44) (14.6%) 74 90 (16) (17.8%) 163 198 (35) (17.7%) 234 229 5 2.2% 29 30 (1) (3.3%) 38 35 3 8.6% 796 884 (88) (10.0%) 443 342 101 29.5% 231 215 16 7.4% 1,627 1,584 43 2.7% 28 30 (2) (6.7%) 37 32 5 15.6% 18 15 3 20.0% 17 12 5 41.7%
Domestic frame access ports (in thousands). . . . . . . . . . . . . . . . . . . . . . . . . . . . . Internet direct services in operation (in millions) . . . . . . . . . . . . . . . . . . . . . . . . . . Hyperconnect retail services in operation (in thousands). . . . . . . . . . . . . . . . . . . . . Symmetrical HDSL services in operation (in thousands) . . . . . . . . . . . . . . . . . . . . .

Note: statistical data represents management's best estimates.

Our revenue from IP and data access products consists of revenue from internet direct, specialised data, IP access and wholesale internet and data. This product suite is used primarily by small to large enterprise customers. IP and data access has increased by 2.7% to $1,627 million driven mainly by IP access, internet direct and wholesale internet and data. IP access has grown due to newer technology attracting a migration of small business and enterprise customers from mature products in specialised data. Also contributing is the greater bandwidth requirements of health customers and the mining industry in regional locations. The launch of the Telstra Next IP™ network (our fully integrated national IP network) in April 2007 is expected to further increase our revenue as small to large enterprise customers recognise the key advantages of the new network in improving business communications through its bandwidth, data speeds, scalability and security.

Internet direct has increased by 9.8% to $157 million due mainly to Telstra Virtual ISP where a commercial deal signed has increased data usage. The Telstra Virtual ISP product brings together our MegaPoP national dial-IP platform with our wholesale internet solution to provide dedicated dial-up ports that customers can on-sell to end users. Higher internet direct SIOs have also contributed to the year on year revenue increase.

Specialised data has declined by 10.0% to $796 million in revenue due to the maturing nature of the products in this category with most customers moving to IP access products which provide better business solutions. Digital data services (DDS) has declined by 17.7% to $163 million due to it being a maturing product with the majority of customers now opting for symmetrical HDSL and other solutions. Digital data access has also declined as wholesale customers are leaving this product and building their own networks.

Frame relay revenue has declined by 14.6% to $258 million due to frame relay products maturing and customers migrating to newer technologies particularly symmetrical HDSL. ATM has declined by 17.8% to $74 million due to customers moving to other wideband, DSL and IP offerings.

IP access revenue consists of hyperconnect, symmetrical HDSL, IP WAN, IPMAN/ethernet, IP remote and global IP. Our revenue increased by 29.5% to $443 million. IPMAN/ethernet has increased revenue in the IP access category by $46 million whilst IP WAN has increased by $29 million. IPMAN/ethernet products have experienced an increase in SIOs by 42.4% underpinned by the government sector’s demand for wideband internet protocol. IP WAN growth can be attributed to increased SIOs due to the migration from ATM and

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

frame relay as the demand for broader bandwidth to support IP based services such as Voice over IP and video continues to grow. Symmetrical HDSL has increased by 55.5% or $29 million due to greater availability of this product and higher average bandwidth purchased.

Wholesale internet and data has increased by 7.4% to $231 million mainly due to wholesale leased transmission increasing by $20 million. This is driven by an increase in end user bandwidth demand driven by corporate networks, internet usage, ISPs growing DSL network coverage and mobile providers requiring additional backhaul to support bandwidth requirements for their 3GSM networks. The SIOs for transmission have increased by 4 thousand or 26.0%. Wholesale virtual private networks also grew by $4 million as wholesale customers found an attractive alternative to deliver better internet solutions, offset by our wholesale internet products which have declined by $12 million due to competitive pressures in the market place.

Business services and applications

Our operating revenue from business services and applications is derived from managing all or part of a customer's communications and IT solutions and services covering:

managed network services which is network based voice and data products, including CPE management, radio networks and new wireless based technologies;
IT services which is managed customer infrastructure (e.g. desktop and end user devices), hosting and application development. In addition, IT services also includes professional consulting and deployment services;
business applications including IP telephony, end to end conferencing solutions and products that support transaction services; and
our eBusiness and global data centre.

Business services and applications

Business services and applications

Year ended 30 June
2007
2006
Change 2007/2006
$m
$m
$m (% change)

Managed network services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
IT services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Business applications. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total business services and applications revenue. . . . . . . . . . . . . . . . . . . . . . . .

265
316
(51)
(16.1%)
585
624
(39)
(6.3%)
135
112
23
20.5%
68
3
65
n/m
1,053
1,055
(2)
(0.2%)

For fiscal 2007, business services and applications revenue declined by 0.2% to $1,053 million mainly due to lower managed network services and IT services revenue, offset by business applications and other revenues.

The decrease in managed network services revenue of 16.1% to $265 million was driven by reductions in managed voice and managed radio. Managed voice revenue was lower mainly due to reduced contract scope in relation to a major customer. Both managed voice and managed radio revenue were affected by reduced activity resulting after the 2006 Commonwealth Games. Partially offsetting these declines was growth in managed WAN revenue, which was driven by increased router and CPE management sales.

IT services revenue declined by 6.3% to $585 million for fiscal 2007 mainly due to the sale of Australian Administration Services (AAS) in August 2006, resulting in lower revenue of $92 million. Fiscal 2006 includes a full 12 months of revenue compared to only 2 months in the current year. This decline was partially offset by revenue earned from a number of recent government contracts signed and higher commercial project volumes.

Business applications revenue has grown by 20.5% to $135 million for fiscal 2007 due to contact solutions and IP telephony. Within contact solutions, new revenues relating to web contact centres and Telstra locator® contributed to growth. Web contact centres are fully integrated contact centres combining in and outbound voice, email, web chat, and fax delivered via the internet and Telstra locator® is a network hosted

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

speech recognition solution which automates the process of enabling callers to locate and connect to a store, service centre or business outlet that’s closest or most convenient to them. IP telephony revenue has grown due to the newly launched IP telephony call manager solution and customers transitioning from traditional systems to converged voice and data platforms.

Other revenues have increased mainly due to the reclassification of managed industrial network services revenues from external construction this fiscal year. After allowing for this, managed industrial network services revenue has grown year on year by $11 million as a result of increased sales, offset by the recognition of estimated contract losses. Previously losses were recognised over the life of the project whereas this now occurs up front.

Advertising and directories

Our advertising and directories revenue is predominantly derived from our wholly owned company, Sensis, and its controlled entities. The Sensis group provides innovative advertising and search solutions through print, online, voice, wireless and satellite navigation networks.

The majority of advertising and directories revenue is derived from our print and online directories - Yellow™ and White Pages® - which have grown steadily due to the introduction of new print and directory advertising initiatives.

Advertising and directories

Advertising and directories
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Advertising and directories revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1,835 1,711 124 7.2%

Our advertising and directories revenue has increased by 7.2% to $1,835 million partially due to the acquisition of SouFun. In August 2006, we acquired 55% (on an undiluted basis) of the issued capital of SouFun, a leading real estate and home furnishing and home improvement website in China, for a total cash consideration of US$254 million. SouFun contributed $49 million in revenue for fiscal 2007.

We have also continued to experience growth in our directories business due to the introduction of new initiatives within print directories such as coloured listings. We continue to see solid growth within our online directories due to increased customer numbers and new initiatives such as Home@Yellow. The location & navigation portfolio was also strong with portable navigation unit sales growing by over 200%.

For a detailed description of the performance in this area, please refer to the Sensis financial summary on page 38.

Offshore controlled entities

The offshore controlled entities category relates to our offshore subsidiaries, which provide a variety of products and services within their various regions of operation. Included in this category are the following significant offshore controlled entities:

CSL New World Mobility Group (CSLNW), which generates its revenues from the Hong Kong mobiles market. CSLNW was formerly known as Hong Kong CSL Limited, until March 2006 when this entity merged with Hong Kong based mobile company New World PCS. Since the transaction, we own 76.4% of the merged entity;
TelstraClear, which generates its revenues from providing full integrated services to the New Zealand market; and
other offshore controlled entities predominantly in the Telstra Enterprise and Government segment, which mainly generate revenues from the provision of global communication solutions to multinational corporations through our interests in the United Kingdom, Asia and North America.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Offshore controlled entities - revenue

Offshore controlled entities - revenue

Year ended 30 June
2007
2006
Change 2007/2006
$m
$m
$m (% change)

CSL New World . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
TelstraClear . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other offshore controlled entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total offshore controlled entities revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,000
830
170
20.5%
573
620
(47)
(7.6%)
348
295
53
18.0%
1,921
1,745
176
10.1%

Consolidated revenue from offshore controlled entities increased in fiscal 2007 by 10.1% to $1,921 million. This growth was primarily due to the following factors:

CSLNW revenue growth of 20.5% to $1,000 million driven by the merger between Hong Kong CSL and New World PCS in March 2006, which contributed additional revenue of $180 million for fiscal 2007. Increased activity also contributed to revenue growth, with increased mobile services revenue being driven by rising data, international voice and prepaid revenue. This was however offset by declining local voice revenue due to the impact of sustained pricing pressure. Mobile handset revenue also increased. Overall revenue growth was impacted by a $56 million unfavourable foreign exchange rate.
TelstraClear experienced a net decline in revenue of 7.6% to $573 million. There were significant declines in calling revenues largely due to lower usage and competitor led price erosion and internet product competition particularly in the small business segment. Mobile revenue declined due to a smaller customer base in the business segment. Revenue was also negatively impacted by the NZ$ exchange rate, with a $17 million foreign exchange impact. Access revenue growth partially offset the other categories of decline, mainly due to a focus on areas where TelstraClear has its own network and can provide a differenitated offering.
Revenue increased by 18.0% to $348 million in other offshore controlled entities mainly due to growth in Asia, the US and Europe. The Asian business grew by $29 million mainly due to continued strong sales growth in the established Telstra Singapore and Telstra Hong Kong businesses. The KAZ business also exhibited strong growth in the same region. The US business grew by $16 million mainly as a result of a major contract to provide telecommunications solutions over an integrated global IP-based network. Predominantly the growth resulted from the Service Provider Channel in the USA, particularly Global Crossing and to a lesser degree Broadwing. Revenue growth in Europe of $8 million was mainly due to increases in data and hosting revenue growth through PSINet. This growth was partly offset by the continued erosion of the Powergen and Cable Telecom customer bases, with Telstra ceasing to carry Powergen traffic after they exited the Telecom business at the end of March 2007.

For further detail regarding the performance of our major offshore subsidiaries CSLNW and TelstraClear, refer to the business summaries on pages 40 and 41.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Pay TV bundling

Pay TV bundling
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Pay TV bundling revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	344 320 24 7.5%
	357 292 65 22.3% 33 51 (18) (35.3%) 390 343 47 13.7%
FOXTEL_†Pay TV bundling subscribers (thousands) . . . . . . . . . . . . . . . . . . . . . . . . . Austar*_Pay TV bundling subscribers (thousands) . . . . . . . . . . . . . . . . . . . . . . . . . Total Pay TV bundling subscribers (thousands) . . . . . . . . . . . . . . . . . . . . . . . . . . .

Note: statistical data represents management's best estimates.

Pay TV bundling revenue is generated through reselling FOXTEL [†] and Austar [*] services to consumers with an eligible fixed line service with us. Total pay TV bundling revenue grew by 7.5% to $344 million for fiscal 2007, with FOXTEL revenue growing $34 million, offset by a decline in AUSTAR revenue of $10 million.

FOXTEL [†] bundled services revenue grew by 12.3% to $310 million after an increase in subscribers by 22.3%, largely due to the FOXTEL [†] conversion campaign which targeted both new customers and existing analogue customers and encouraged them to sign up to the digital network. FOXTEL IQ [†] , an interactive digital feature available to all FOXTEL digital [†] subscribers also contributed to revenue growth with substantial increases in subscribers during the period.

As part of the completion of the migration strategy to convert existing analogue subscribers to the digital network, the analogue cable service was closed in January 2007 followed by the analogue satellite service in March 2007. As a result of this migration all FOXTEL [†] subscribers are now on the digital service, compared with 78.6% in the previous fiscal year.

AUSTAR [*] bundled services revenue declined by 22.7% to $34 million mainly due to a declining subscriber base, as a result of limited marketing activity undertaken throughout the period.

Other minor items

Other minor items

Year ended 30 June
2007
2006
Change 2007/2006
$m
$m
$m (% change)

HFC cable usage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial and recoverable works . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
External construction. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total other minor items revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

80
84
(4)
(4.8%)
32
57
(25)
(43.9%)
34
108
(74)
(68.5%)
125
111
14
12.6%
271
360
(89)
(24.7%)

Revenue from other minor items decreased by 24.7% to $271 million for the year ended 30 June 2007. The revenue decline was mainly due to lower external construction and commercial and recoverable works.

External construction revenue decreased by 68.5% to $34 million due to a re-classification of revenues to managed industrial networks of $55 million and a reduction in external construction of $31 million as we progressively wind down our carrier customer projects and gradually move out of this area. These declines are partially offset by growth in revenue of $24 million generated from the construction work building 3G sites for our 3GIS partnership with Hutchison.

Commercial and recoverable works revenue declined by 43.9% to $32 million mainly due to the conclusion of certain contracts relating to the FOXTEL digital [†] upgrade and the discontinuing of network build projects for our competitors.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

HFC cable usage is made up of revenue received from FOXTEL [†] for cable installations and service calls. Revenue decreased by 4.8% to $80 million mainly due to a decline in cable field works as FOXTEL [†] are undertaking their own installation activity. This decrease was partially offset by an increase in the revenue share contribution due to higher subscriber numbers and the continuing migration of subscribers from analogue to digital services which tend to have a higher revenue per user.

Other revenue increased by 12.6% to $125 million mainly due to increases in overdue account payments revenue as a result of a $4 increase in the fee for overdue bills $200 and higher.

Other revenue

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||||||
|---|---|---|---|---|
|Year ended 30 June|
|2007|2006|Change|2007/2006|
|$m|$m|$m|(% change)|
|Rental Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|36|22|14|63.6%|

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Rental income growth was mainly due to changes to some of our data centre leases, along with a sublease agreement relating to the office space occupied by our formally controlled entity Australian Administration Services.

Other income

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|||||||
|---|---|---|---|---|---|
|Year ended 30 June|
|2007|2006|Change|2007/2006|
|$m|$m|$m|(% change)|
|Proceeds from sale of property, plant and equipment. . . . . . . . . . . . . . . . . . . . . . .|34|46|(12)|(26.1%)|
|Proceeds from sale computer software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|2|-|2|n/m|
|Proceeds from sale of business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|4|-|4|n/m|
|Proceeds from sale of investments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|251|93|158|169.9%|
|Asset and investment sales|. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|291|139|152|109.4%|
|Cost of property, plant & equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|28|23|5|21.7%|
|Cost of investment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|194|31|163|525.8%|
|Cost of asset and investment sales|. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|222|54|168|311.1%|
|Net gain on assets and investment sales|. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|69|85|(16)|(18.8%)|
|USO levy receipts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|54|58|(4)|(6.9%)|
|Government subsidies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|87|135|(48)|(35.6%)|
|Miscellaneous income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|41|50|(9)|(18.0%)|
|Other income|. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|182|243|(61)|(25.1%)|
|Total other income|. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|251|328|(77)|(23.5%)|

----- End of picture text -----

Total other income decreased by 23.5% to $251 million for the year ended 30 June 2007.

Income in the area of asset and investment sales was driven by proceeds from sale of investments of $251 million. This mainly related to the sale of Australian Administration Services (AAS) in August 2006, the superannuation administration business of our KAZ Group for $231 million, recognising a net gain on sale of approximately $43 million. We also sold Platefood Limited, which provided search marketing software and search results to directories and media companies, in November 2006. Proceeds from this sale were $10 million, with a net gain on sale of $4 million. Also contributing to the increase in revenue was the final instalment of $9 million from the joint venture sale of Xantic which occurred in February 2006.

The decline in other income for the year ending 30 June 2007 was mainly due to the completion of the HiBIS scheme that was finalised in fiscal 2006. Also contributing to the decline was the timing of the final Esten scheme payment, which is not due until the second half of the 2007 calendar year. The Esten scheme provides funding for mobile coverage in designated rural areas.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Expenses

Expenses

Year ended 30 June
2007
2006
Change 2007/2006
$m
$m
$m (% change)

Labour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goods and services purchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Share of net loss/(gain) from jointly controlled and associated entities. . . . . . . . . . . .
Depreciation and amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,017
4,364
(347)
(8.0%)
5,151
4,701
450
9.6%
4,924
4,427
497
11.2%
14,092
13,492
600
4.4%
7
(5)
12
(240.0%)
14,099
13,487
612
4.5%
4,082
4,078
4
0.1%
18,181
17,565
616
3.5%

During fiscal year 2007, our total expenses (including share of net loss from jointly controlled and associated entities) increased by 3.5% to $18,181 million. Our expenses have been impacted by the following factors:

higher goods and services purchased mainly relating to cost of mobile sales as a result of increased market campaign activity, especially following the launch of the Next G[TM] network;
costs associated with transformational initiatives amounting to $706 million in fiscal 2007, representing a year on year reduction of $413 million, largely due to restructuring and redundancy provisions of $427 million included in prior period results not being incurred in the current fiscal year. A total of $232 million of these provisions are remaining at the end of fiscal 2007;
growth in our service contracts and other agreements largely driven by expenditure relating to the transformation, as well as volume based increases;
impairment charges relating to the Trading Post mastheads of $110 million arising as a result of the highly competitive market in which Trading Post operates and risks associated with new initiatives;
additional operating expenses of $228 million included in fiscal 2007 resulting from our acquisition activity including the SouFun acquisition, and the inclusion of a full twelve months of expenses relating to entities we acquired in fiscal 2006. This included expenses relating to Adstream and New World PCS. Offsetting this increase is a reduction to our expenses of $80 million, attributable to our divestment of Australian Administrative Services (AAS) in August 2006;
lower labour expenses as a result of reduced staff numbers and the utilisation of the redundancy provision raised at the end of fiscal 2006, which has the effect of lowering our redundancy expense compared with fiscal 2006; and
lower network payment costs as a result of reduced mobile terminating access rates and lower net costs flowing through from REACH, resulting in lower offshore outpayments.

Labour

Labour expense includes:

salary, wages and related on-costs, including superannuation costs, share based payments, workers' compensation, leave entitlements and payroll tax;
costs of engaging contractor labour and agency costs; and
redundancy expenses.

In the table below, our domestic full time employees include domestic full time staff, domestic fixed term contracted staff and expatriate staff in overseas subsidiary entities. Domestic full time employees do not include casual and part time employees or employees in our offshore subsidiary entities. Our full time employees and equivalents include the total of our domestic and offshore full time employees, and casual and part time employees measured on an equivalent basis. Our total workforce includes domestic and offshore full time, casual and part time employees as well as contractors and staff employed through agency arrangements measured on an equivalent basis.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Labour
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Labour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	4,017 4,364 (347) (8.0%)
Domestic full time employees (whole numbers) (i). . . . . . . . . . . . . . . . . . . . . . . . . Full-time employees and employed equivalents (whole numbers) (ii). . . . . . . . . . . . . Total workforce , including contractors and agency staff (whole numbers) (iii) . . . . . . . Current year reduction in total workforce excluding acquisition/divestment activity (iv) . Reduction in total workforce in fiscal 2006 excluding acquisition/divestment activity (iv) Total 2 year reduction in workforce . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	35,706 37,599 (1,893) (5.0%) 43,411 44,452 (1,041) (2.3%) 47,840 49,443 (1,603) (3.2%) (1,887) (3,859) (5,746)

Note: statistical data represents management's best estimates.

(i) Excludes offshore, casual and part time employees.

(ii) Includes all domestic and offshore employees, including those of our subsidiary entities.

(iii) Includes all domestic and offshore employees, including subsidiary entities as well as contractors and agency staff.

(iv) The reduction in total workforce since June 2006 excludes the impact of our divestment in Australian Administration Services Pty Ltd and our acquisition of SouFun Holdings Ltd, both of which occurred in August 2006. Fiscal 2006 excludes the impact of CSL’s merger with NewWorld PCS Mobility.

During the full year ended 30 June 2007, our total workforce decreased by 3.2% or 1,603 full time equivalent staff, contractors and agency staff. This decrease is predominantly due to specific efforts across the business to rationalise the number of people working for the company as transformation initiatives take effect. During the year, we also acquired SouFun Holdings Ltd which contributed 1,194 full time equivalent staff and we sold Australian Administration Services Pty Ltd, which reduced staff numbers by 910. As highlighted in the above table, excluding the impact of these investment changes, total workforce numbers have declined 1,887 from 30 June 2006.

Our labour expense decreased by 8.0% to $4,017 million mainly due to:

increased levels of redundancy resulting in lower staff levels and therefore a reduction in salary costs;
• a reduction in redundancy costs;
lower overtime payments; and
a reduction of worker’s compensation costs based on a decrease due to a lower number of claims and claim payments and an increase in the bond rate.

We incurred redundancy expenses of $149 million for the year ended 30 June 2007 compared with $534 million for the comparable period last year. As part of the business restructure, we raised a provision for restructuring and redundancy at the end of fiscal 2006 which included a redundancy component amounting to $186 million of which $148 million has been utilised in line with the level of transformational redundancy activity that has taken place in the current year.

The above decreases in labour expense were partially offset by an increase due to pay rises resulting from Enterprise Agreement increases for award staff and contract staff rate increases, higher contractor and agency payments and the impact of a lower proportion of labour costs capitalised.

We are required to make future employer payments to the Telstra Superannuation Scheme (Telstra Super) as may be required by the funding deed with the trustee of Telstra Super in relation to the defined benefit plan or as legally or constructively obligated for the accumulation scheme. The latest actuarial investigation of Telstra Super reported that a surplus in this fund continues to exist. In accordance with the recommendations within the actuarial investigation, we were not expected to, and did not make employer contributions to Telstra Super during fiscal 2007. The vested benefits index (the ratio of fund assets to members’ vested benefits) is 117% and our contributions will recommence when the index falls below 103%.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

The continuance of the holiday is however dependent on the performance of the fund and this is being monitored.

In fiscal 2007, we recognised $239 million of pension costs in our labour expenses compared with $185 million in fiscal 2006. This expense is due to the requirement for us to recognise the actuarially defined movement in our defined benefit pension plans in our operating results. The current year movement has been driven by an adjustment for additional curtailment costs of $55 million.

Goods and services purchased

Goods and services purchased includes core costs of our business that vary according to business activity. The largest component of this expense category is network payments, which are payments made to other carriers to terminate international and domestic outgoing calls and international transit traffic. Other significant items include the costs of mobile handsets and internet modems, costs of mobile sales (including subsidy costs, usage commissions and dealer incentives), managed services costs (including service contracts, sub-contractors and leases), service fees (predominantly in relation to our pay television services) and paper purchases and printing costs.

Goods and services purchased

Goods and services purchased

Year ended 30 June
2007
2006
Change 2007/2006
$m
$m
$m (% change)

Cost of goods sold - handset subsidies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of goods sold - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Usage commissions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Network payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Managed services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dealer performance commissions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Paper purchases and printing. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total goods and services purchased. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

798
504
294
58.3%
1,238
917
321
35.0%
299
281
18
6.4%
1,799
2,002
(203)
(10.1%)
349
319
30
9.4%
224
213
11
5.2%
128
113
15
13.3%
135
147
(12)
(8.2%)
181
205
(24)
(11.7%)
5,151
4,701
450
9.6%

Our goods and services purchased increased in fiscal 2007 mainly due to higher mobile handset subsidies and cost of goods sold, offset by lower network payments. This expense category increased by 9.6% to $5,151 million due to the following factors:

an increase of $68 million due to the inclusion of a full year of expenses relating to New World PCS, which merged with CSL in the second half of the fiscal 2006. The increase is mainly seen in cost of goods sold – handset subsidies and network payments. Offsetting this increase is our divestment of Australian Administrative Services in August 2006, contributing to a decline of $16 million;
a rise in cost of goods sold - mobile handset subsidies of $294 million, attributable to an increase in the take up of handsets on subsidised plans as well as higher average subsidies offered. This is mainly due to the launch of the Next G[TM] network in October 2006 for postpaid and May 2007 for prepaid and a significant campaign at the end of fiscal 2006 which was extended into the first quarter of this fiscal year focusing on our 3GSM 2100 service. As a result, we have seen a larger range of handsets being subsidised. Our average subscriber acquisition and recontracting cost is $187 for fiscal 2007, up from $137 in fiscal 2006, mainly due to significant subsidy rate increases partially relating to 3GSM 2100 and a change in the mix of handsets sold with a higher postpaid to prepaid percentage as we invest in our subscriber base to drive growth. In addition, the CSL New World Mobility Group has implemented a more aggressive handset subsidy policy in order to increase handset sales;

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Increase of $321 million in other cost of goods sold amounting to $188 million due to higher volumes of handset sales and higher average cost per handset mainly as a result of the Next G[TM] network launch and the associated marketing campaigns. A $29 million growth in BigPond related costs such as internet modems, EVDO cards and accessories due to the increasing broadband demand and sales growth in other areas such as $14 million in mobile phone accessories have also driven the overall increase. Brightstar payments, which only commenced in the second half of fiscal 2006, contributed to the increase by $40 million. These payments were made in accordance with our procurement agreement with them to centrally source wireless devices from global suppliers with a view to achieving cost savings. Significant costs have been avoided as a result of the Brightstar arrangement, inclusive of the above payments;
service fees increased by 9.4% to $349 million in fiscal 2007 led by an $18 million rise in bundling of pay television services due to growth in bundled FOXTEL [†] subscribers and price increases and $7 million of payments to vendors for content supplied on 3GSM mobile handsets;
usage commissions increased by 6.4% to $299 million, largely driven by higher commissionable mobile revenue in fiscal 2007 and increased uptake of non-mobile related products such as BigPond® products;
growth in dealer performance commissions, mainly attributable to a higher number of new mobile activations and re-contracts through external dealer channels as a result of increased market campaign activity and the launch of the Next G[TM] network. These commission payments are contract payments based on specific performance targets; and
our managed services costs grew by 5.2% to $224 million in fiscal 2007, mainly attributed to increased project management professional service costs by third party suppliers for the support of the growth in major customer contracts.

The increases were partially offset by a decrease in other goods and services purchased expenses such as network payments and paper purchases and printing costs.

Our network payments declined by 10.1% million to $1,799 million largely due to:

a year on year reduction of 5.3 cents per minute in the average mobile terminating rate down from an average of 18.8 cents per minute in fiscal 2006 which was partially offset by a 12.2% increase in mobile voice terminating minutes and 30.3% increase in SMS calls terminating on other carrier’s networks. The main driver for the reduction in the mobile terminating access rate was due to an ACCC final determination which reduced the billed rate of around 18 cents per minute to 15 cents per minute. Included as part of this determination was a backdated component for a 6 month period relating to the prior fiscal year for the majority of customers. The impact of the lower rates year on year amounted to $262 million including the impact of a $61 million reduction relating to periods prior to 1 July 2006, offset by the volume impact of $90 million; and
lower payments made to REACH amounting to $68 million for international capacity and termination costs due to lower net costs flowing through from REACH, which in turn reduces our share of expenses. Included in this movement were benefits of $21 million relating to the sale of a Japanese Data Centre during fiscal 2007; partly offset by:
our offshore outpayments have grown by $44 million in fiscal 2007 due to higher outbound roaming revenue, as well as growth in our operations in Europe, USA and Asia.

Paper purchase and printing costs decreased by 8.2% to $135 million, largely due to our divestment of Australian Administrative Services in August 2006. The renegotiation of our printing contract has also contributed to the cost reduction.

A decrease in other goods and services purchased of $24 million arose due to the inclusion of a restructuring provision of $54 million in fiscal 2006, offset by an increase in dealer program incentives driven by increased volumes and rates and dealer performance commissions due to higher activity.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Other expenses

Other expenses

Year ended 30 June
2007
2006
Change 2007/2006
$m
$m
$m (% change)

Property, motor vehicle and IT rental expense . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net foreign currency conversion losses/(gains) . . . . . . . . . . . . . . . . . . . . . . . . . . .
Audit fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service contracts and other agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Promotion and advertising . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General and administration. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impairment and diminution expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total other expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

592
598
(6)
(1.0%)
(7)
2
(9)
(450.0%)
10
8
2
25.0%
2,177
1,836
341
18.6%
422
356
66
18.5%
949
792
157
19.8%
392
506
(114)
(22.5%)
389
329
60
18.2%
4,924
4,427
497
11.2%

Our other expenses increased by 11.2% to $4,924 million in fiscal 2007. The increase in other expenses in the current year includes $76 million relating to a full year of expenses attributable to the merger of CSL with New World PCS, the consolidation of expenses from SouFun in the current fiscal year, and the impact of Adstream which was acquired in the second half of the prior fiscal year. This increase is partially offset by the divestment of Australian Administrative Services in August 2006 of $8 million.

The movement in the significant categories of other expenses is discussed below.

The largest component within this expense category is service contracts and other agreements. The expense increased by 18.6% to $2,177 million in the fiscal year ended 30 June 2007, largely driven by the following factors:

costs associated with transformational initiatives of $242 million largely associated with the IT transformation, the IP enablement of our network, and supply chain management, which amounted to a year on year increase of $193 million; and
volume based increases totalling approximately $110 million including increased activations, recontracts and billing enquiries following the launch of the Next G[TM] network and other revenue initiatives, as well as payments to Brightstar for management of our Channel Logistics Operations centre. A payment is made to Brightstar on the volumes of handsets shipped out from the centre to various sales channels.

Our promotion and advertising costs increased by 18.5% to $422 million during the fiscal year mainly due to increased spend related to the launch of the Next G[TM] network and the Telstra Next IP[TM] network, as well as more marketing activity to stimulate growth of wireless and other BigPond® related products. Another driver for the increase is expenditure used to drive print and online White Pages® and Yellow[TM] usage and to promote Trading Post in a highly competitive environment. This is partly offset by spend in the prior fiscal year associated with the Commonwealth Games, which was not incurred in fiscal 2007.

General and administration expenses increased by 19.8% to $949 million in fiscal 2007 driven by increases in IT - software costs, training costs, electricity, as well as the impact of a number of reclassifications. Our IT - software costs have increased during fiscal 2007 largely driven by the IT transformation, additional purchases of software licenses and the associated price adjustments. Training costs have increased mainly due to our focus on training and equipping our field staff in order to better service and satisfy customer needs, which is an important part of the transformation. Also contributing to the increase is higher electricity and property maintenance costs associated with running multiple networks, including the new Next G[TM] network, as well as cost associated with running the Internet Data Centres. Furthermore, there were changes in booking practices during fiscal 2007 following improved invoicing procedures, which have seen costs previously booked to Service Contracts and Agreements now reclassified as accommodation and information technology costs totalling $41 million. The increases have been partially offset by lower IT costs arising out of the re-negotiation of an IT vendor contract as part of the transformation strategy.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Our impairment and diminution expense has increased by 18.2% to $389 million in the fiscal year ended 30 June 2007. This is mainly attributable to the following factors:

impairment charges relating to the Trading Post mastheads of $110 million, which arose as a result of strong competition in the traditional print and online classified markets and the risks associated with new initiatives;
higher bad and doubtful debt expense due to write offs and increased aged debt associated with mobiles and broadband customers, as well as a large decrease in provisions in the prior corresponding period which related to a provision for doubtful debts no longer required;

Offset by:

costs associated with the cancellation of partially completed capital projects included in the prior corresponding period, which were not incurred in the current fiscal year; and
a provision for restructuring of $32 million raised in the prior fiscal year, where no equivalent provision was raised in the current fiscal year.

Excluding the impact of the restructuring provision in the prior fiscal year, our inventory write down expense has increased primarily due to the impact of more slow moving mobile handsets being written off.

Other operating expenses decreased by 22.5% to $392 million during the fiscal year primarily due to a provision for restructuring of $105 million raised in the prior year.

Share of net loss from jointly controlled and associated entities

Share of net loss fromjointly controlled and associated entities
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Share of net loss/(gain) from jointly controlled and associated entities. . . . . . . . . . . .	7 (5) 12 (240.0%)

Our share of net loss from jointly controlled and associated entities includes our share of both profits and losses from equity accounted investments.

Prior year results included the net position of payments made to FOXTEL [†] , offset by equity profits in Xantic. We sold the Xantic business in fiscal 2006 and no equivalent payments have been made to FOXTEL in the current year.

The current year result has primarily arisen due to a decline in performance from our 47.6% owned associated entity, Keycorp Limited.

Depreciation and amortisation

Our depreciation and amortisation expense remains a major component of our cost structure, reflecting our expenditure on capital items.

Depreciation and amortisation

Depreciation and amortisation
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Amortisation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total depreciation and amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	3,344 3,174 170 5.4% 738 904 (166) (18.4%) 4,082 4,078 4 0.1%

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Our depreciation and amortisation expense has risen by 0.1% to $4,082 million for the year ended 30 June 2007.

During the last fiscal year, as part of the transformation strategy we undertook a strategic review of the service lives of our assets. The result of this was an acceleration of depreciation and amortisation of certain CDMA network, switching and software assets. For the prior year, this acceleration of depreciation and amortisation resulted in an expense of $422 million. The continued impact of this review on depreciation and amortisation in the current year amounted to the inclusion of $297 million. The majority of the year on year decrease relates to software amortisation. We have not accelerated the depreciation and amortisation of CDMA assets where those assets are deemed to have alternative future uses (i.e. the CDMA spectrum will continue to be used with the Next G[TM] network).

Excluding this impact, depreciation and amortisation grew by 3.5% to $3,785 million. Contributing to this increase were:

further growth in our communications plant due to transformation activity on the Next G™ and the Telstra Next IP™ network roll outs; and
the acquisition of Adstream (February 2006), the merging of New World PCS with Hong Kong CSL (March 2006) and the acquisition SouFun Holdings Limited (August 2006) contributing a total of $74 million.

Net finance costs

Net finance costs

Year ended 30 June
2007
2006
Change 2007/2006
$m
$m
$m (% change)

Borrowing costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Finance leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loss/(gain) in fair value hedge instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unwinding of discount on liabilities recognised at present value. . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Finance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Finance income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net finance costs. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,053
963
90
9.3%
11
11
-
0.0%
9
(26)
35
(134.6%)
43
40
3
7.5%
28
19
9
47.4%
1,144
1,007
137
13.6%
(57)
(74)
17
(23.0%)
1,087
933
154
16.5%

Our finance costs are influenced by:

our debt level;
interest rates;
our debt maturity profile;
movements in our borrowing cost margins;
our interest payment profile; and
our level of cash assets (affects net debt).

Our net debt levels increased from $13,022 million as at 30 June 2006 to $14,586 million as at 30 June 2007. This increase was driven by lower net cash produced from the ongoing operations of the business and higher capital cash demands for our transformation investment.

Total finance costs have increased by 13.6% to $1,144 million due to increased borrowing costs and a movement in gains/losses on our fair value hedge instruments. The increase in borrowing costs of 9.3% is primarily as a result of increased net debt levels combined with the impact of increased interest rates on the proportion of our debt that is floating. Interest expense on short-term borrowings increased due to higher levels of promissory notes held during the first three quarters of fiscal 2007, which were substantially refinanced by long-term borrowings, predominantly the 1 billion Euro borrowing in March 2007. The gain/ (loss) on fair value of hedge instruments moved from a gain of $26 million for fiscal 2006 to a loss of $9 million in the current fiscal year due to valuation impacts of movements in our borrowing credit margins.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Income tax expense and franking account

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||||||
|---|---|---|---|---|
|Income tax expense|
|Year ended 30 June|
|2007|2006|Change|2007/2006|
|$m|$m|$m|(% change)|
|Income tax expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|1,417|1,381|36|2.6%|
|Effective tax rate. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|30.2%|30.3%|(0.1)|

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Income tax expense increased by 2.6% to $1,417 million in fiscal 2007, mainly as a result of the increase in operating profit before income tax expense compared to fiscal 2006.

The effective tax rate in fiscal 2007 is 30.2% compared with fiscal 2006 of 30.3%. This is consistent with the Commonwealth statutory income tax rate of 30.0%. The slightly lower effective tax rate is due to the impairment of the Trading Post mastheads offset by the non taxable profit on the sale of Australian Administration Services. In addition, the current year tax expense includes $2 million for over provision of tax in the prior year compared to fiscal 2006 which included $36 million for under provision of tax for the equivalent prior year.

During fiscal 2007, we have paid a total of $1,618 million of tax instalments relating to fiscal 2006 and 2007 income tax years. Our combined exempting and franking account balance as at 30 June 2007 is $98 million, and combined with credits that will arise from payment of our year end tax payable and credits that we may be restricted from distributing, our franking account balance is $487 million. Franking credits of $746 million will be used when we pay our final 2007 ordinary dividend during fiscal 2008. We believe our current franking balance when combined with credits that will arise from tax instalments made throughout fiscal 2008, will be sufficient to cover franking arising from our final dividend.

Major subsidiaries - financial summaries

Below is a summary of the major reporting lines for our three largest subsidiaries: Sensis, CSL New World Mobility and TelstraClear. This information is in addition to the product analysis previously provided in the document and is intended to show these businesses as stand alone entities.

Sensis financial summary

We are a leading provider of advertising and search services through our advertising, directories and local search business Sensis and its controlled entities. Sensis provides innovative advertising and search solutions through print, online, voice, wireless and satellite navigation networks.

Sensis financial summary

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||||||
|---|---|---|---|---|
|Year ended 30 June|
|2007|2006|Change|Change|
|$m|$m|$m|%|
|Total income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|1,974|1,827|147|8.0%|
|Total expenses (including depreciation and amortisation). . . . . . . . . . . . . . . . . . . .|1,161|917|244|26.6%|
|EBITDA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|943|1,001|(58)|(5.8%)|
|EBIT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|813|910|(97)|(10.7%)|
|CAPEX . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|226|100|126|126.0%|
|EBITDA margin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .|47.9%|54.8%|(6.9)|

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Amounts included for Sensis represent the contribution included in Telstra’s consolidated result.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Sensis total income is split into the following categories:

Sensis total income

Sensis total income
	Year ended 30 June 2007 2006 Change Change $m $m $m %
- YellowTMrevenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - WhitePages revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - Classified revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - Emerging business. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - SouFun revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total advertising and directories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Voice . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total Sensis sales revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total Sensis external income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1,203 1,172 31 2.6% 331 302 29 9.6% 125 142 (17) (12.0%) 127 95 32 33.7% 49 - 49 n/m 1,835 1,711 124 7.2% 119 104 15 14.4% 14 11 3 27.3% 1,968 1,826 142 7.8% 6 1 5 500.0% 1,974 1,827 147 8.0%

Sensis total income

Year ended 30 June
2007
2006
Change
Change
$m
$m
$m
%

- YellowTMrevenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
- WhitePages revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
- Classified revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
- Emerging business. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
- SouFun revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total advertising and directories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Voice . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total Sensis sales revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total Sensis external income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,203
1,172
31
2.6%
331
302
29
9.6%
125
142
(17)
(12.0%)
127
95
32
33.7%
49
-
49
n/m
1,835
1,711
124
7.2%
119
104
15
14.4%
14
11
3
27.3%
1,968
1,826
142
7.8%
6
1
5
500.0%
1,974
1,827
147
8.0%

In fiscal 2007, Yellow™ revenue grew by 2.6% to $1,203 million, driven by strong online usage and new initiatives such as Home@Yellow. Home@Yellow is a new website that offers people thinking of renovating their home all the information, advice and online tools they need to make an informed choice before contacting a supplier. The Yellow™ print result was characterised by challenges consistent with the rest of the advertising industry including economic weakness in the main Sydney metro market. In the print space, Sensis also launched a new Yellow™ directory during the year, Yellow™ in the Car which is a smaller version of the Yellow™ directory that people can use in their cars.

White Pages® revenue grew by 9.6% to $331 million. This was driven by continued strong advertiser support in both our metro and non metro directories due to new product initiatives such as coloured listings.

Classifieds revenue declined by 12.0% to $125 million, largely as a result of competitive factors in the print market, which are causing declines in both circulation and the number of advertisers. We continue to experience strong growth in our online classifieds products but this has not offset the decline in our print products.

Emerging businesses delivered a 33.7% growth to $127 million. This is as a result of the following factors:

the location and navigation portfolio experienced strong double digit growth driven by accelerating demand for portable navigation units;
demand for our online display advertising solutions grew strongly delivering over 90% growth;
Adstream was acquired in February 2006 contributing a full twelve months of revenue in fiscal 2007; and
revenue in sensis.com.au grew by over 200% due to the introduction of new product initiatives such as click manager and new distribution and syndication partnerships.

In August 2006, we acquired 55% (on an undiluted basis) of the issued capital of SouFun, a leading real estate and home furnishing and home improvement website in China, for a total cash consideration of US$254 million (A$ $337 million). SouFun contributed $49 million in revenue for fiscal 2007 and now operates in 56 cities in China and is on track to achieve its goal of operating in 100 cities by the end of calendar year 2008.

Voice revenue increased by 14.4% to $119 million due to increased call volumes within 1234. New initiatives launched during the year regarding our 12455 & 12456 services contributed to this increase in revenue.

Total expenses increased by 26.6% to $1,161 million. The increase in total expenses was mainly due to the following:

the acquisitions of SouFun and Adstream contributed costs of $30 million and $10 million respectively;

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

growth in labour expenses of 10.2% to $379 million mainly attributable to the growth in staff numbers, primarily due to the acquisition of SouFun; and
other expenses increased by 55.1% to $469 million due to the following:
a write down of intangibles relating to the Trading Post mastheads totalling $110 million largely as a result of increasing competition in the traditional print classified market, and the highly competitive online classified market and the risks associated with new initiatives;
an increase in promotion & advertising spend by $18 million in the print directories, classifieds and voice portfolios. The additional spend was required to drive print usage, revenue growth and combat the competitive environment in classifieds; and
service contract costs increased by $8 million due to increased voice call volumes and print/online contract volumes.

In fiscal 2007, the Sensis depreciation and amortisation expense also grew by 43.3% to $130 million. This is as a result of the acceleration of depreciation and amortisation following a revision of the service lives of business software programs that will be replaced as part of our transformation initiatives. This has contributed $18 million and the impact of the SouFun acquisition has contributed $6 million.

Excluding the impact of the Trading Post® impairment charges of $110 million, our total expenses increased by 14.6%.

The increase in capex largely related to an initiative to refresh, replace and upgrade Sensis’ systems and core business processes as part of the transformation strategy.

CSL New World Mobility Group financial summary

The CSL New World Mobility Group (CSLNW) is a Hong Kong based mobile group. It was formed in March 2006 when we merged the CSL entity with New World PCS to form CSLNW. This transaction involved us exchanging a 23.6% share in CSL and receiving a controlling interest in the merged group of 76.4%.

CSLNW operates in the highly competitive Hong Kong mobile market, with the CSL business being one of Hong Kong's premium providers of mobile voice and data services and New World PCS targeting value conscious customers with a low cost business model. The merged entity provides a broad customer base for growth.

CSL New World Mobility Group financial summary

CSL New World Mobility Group financial summary	CSL New World Mobility Group financial summary
Year ended 30 June Year ended 30 June 2007 2006 Change 2007 2006 Change A$m A$m % HK$m HK$m %
Total income . . . . . . . . . . . . . . . . . . . . . . . . 997 Total expense (including depreciation & amortisation) 913 EBITDA . . . . . . . . . . . . . . . . . . . . . . . . . . . . 280 EBIT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 84 CAPEX . . . . . . . . . . . . . . . . . . . . . . . . . . . . 80 EBITDA margin . . . . . . . . . . . . . . . . . . . . . . . 28.0%	833 19.7% 6,109 4,831 26.4% 757 20.6% 5,464 4,145 31.8% 240 16.7% 1,740 1,390 25.2% 77 9.0% 645 686 (6.0%) 98 (18.4%) 490 568 (13.7%) 28.8% (0.8) 28.5% 28.8% (0.3)

CSL New World Mobility Group
financial summary

Year ended 30 June
Year ended 30 June
2007
2006
Change
2007
2006
Change
A$m
A$m
%
HK$m
HK$m
%

Total income . . . . . . . . . . . . . . . . . . . . . . . .
997
Total expense (including depreciation & amortisation)
913
EBITDA . . . . . . . . . . . . . . . . . . . . . . . . . . . .
280
EBIT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
84
CAPEX . . . . . . . . . . . . . . . . . . . . . . . . . . . .
80
EBITDA margin . . . . . . . . . . . . . . . . . . . . . . .
28.0%

833
19.7%
6,109
4,831
26.4%
757
20.6%
5,464
4,145
31.8%
240
16.7%
1,740
1,390
25.2%
77
9.0%
645
686
(6.0%)
98
(18.4%)
490
568
(13.7%)
28.8%
(0.8)
28.5%
28.8%
(0.3)

Note: Amounts presented in HK$ have been prepared in accordance with A-IFRS.

Amounts presented in A$ represent amounts included in Telstra’s consolidated result including additional depreciation and amortisation arising from consolidation fair value adjustments.

Operating expenses include depreciation and amortisation. The reported operating expense exclusive of depreciation and amortisation was A$593 million/ HK$3,441 million for the year ended 30 June 2006 and A$717 million/ HK $4,369 million for the year ended 30 June 2007.

Total income increased by 26.4% to HK$6,109 million for fiscal 2007, largely due to the additional revenue generated as a result of the inclusion of the New World PCS business from March 2006. New World PCS contributed HK$1,105 million to the revenue growth of HK$1,278 million. The remaining growth was a result of increased activity, driven by rising data, international voice, mobile virtual network operator (MVNO) and

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

prepaid revenues, offset by a decline in local voice revenues after sustained pressure on prices. Mobile handset revenue also increased after recent handset promotions.

Total expenses increased by 31.8% to HK$5,464 million mainly due to the following:

operating expenses of HK$1,104 million relating to New World PCS being included for the full year;
increased handset subsidies mainly due to aggressive marketing offers; and
depreciation and amortisation expense increased after carrying higher network assets due to the roll out of a 3GSM network.

EBITDA increased by 25.2% to HK$1,740 million whilst EBIT decreased by 6.0% to HK$645 million. Again this was mainly due to the inclusion of the New World PCS business.

The HK$ exchange rate had an unfavourable impact on revenue of A$56 million for the fiscal year, however the majority of this was offset by the favourable position that occurred with regards to expenses.

TelstraClear financial summary

TelstraClear is a fulll service carrier in New Zealand and has been operating in its current form since December 2001. TelstraClear is a voice and data company, providing innovative market leading products, services and customer focus to the business, government, wholesale and residential sectors. The New Zealand market is slowly undertaking regulatory change and although legislation has been passed, these regulatory changes have not yet impacted the market, resulting in continued constraints around growth opportunities.

TelstraClear financial summary

TelstraClear financial summary
	Year	ended 30 June		Year ended 30 June
	2007	2006		Change 2007	2006	Change
	A$m	A$m		% NZ$m	NZ$m	%
Total income . . . . . . . . . . . . . . . . . . . . . . . .	573	620		(7.6%) 657	693	(5.2%)
Total expense (including depreciation & amortisation)	632	645		(2.0%) 717	713	0.6%
EBITDA . . . . . . . . . . . . . . . . . . . . . . . . . . . .	72	111		(35.1%) 82	124	(33.9%)
EBIT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	(59)	(25)	(136.0%) (60)		(20)	(200.0%)
CAPEX . . . . . . . . . . . . . . . . . . . . . . . . . . . .	115	126		(8.7%) 131	141	(7.1%)
EBITDA margin . . . . . . . . . . . . . . . . . . . . . . .	12.6%	17.9%		(5.3) 12.5%	17.9%	(5.4)

Note: Amounts presented in NZ$ represent the New Zealand business excluding intercompany transactions and have been prepared in accordance with A-IFRS.
Amounts presented in A$ represent amounts included in Telstra’s consolidated result and include the Australian dollar value of adjustments to consolidate TelstraClear into the Group result.

For the year ended 30 June 2007, revenue declined by 5.2% to NZ$657 million as a result of:

a decline in calling revenues due to lower usage and competitor-led price erosion; and
internet product competition resulting in price erosion, specifically in the small business segments.
This reduction was offset by:
an increase in access revenue due to a refocus on areas where TelstraClear has its own network and can provide a differentiated offering; and
an increase in data revenue in the wholesale segment leveraging the existing network.

Total operating expense including depreciation and amortisation increased by 0.6% to NZ$717 million as a result of:

an increase in impairment expenses after our decision to shut down a pilot mobile network in the provincial city of Tauranga amounting to $17 million offset by improvements in other areas of the business;

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

an increase in promotion and advertising targeting improved brand awareness.
This increase was offset by:
a decrease in outpayments impacted by lower fixed to mobile termination rates, improved data circuit pricing and reduced pricing in global internet access. In addition, lower revenues and call volumes have contributed to lower outpayment costs; and
a release of an onerous property lease provision.

The NZ$ exchange rate had an unfavourable impact on revenues by A$15 million year on year and a favourable impact on expenses by A$16 million year on year.

Capex has decreased by 7.1% to NZ$131 million due to cancellation of the proposed mobile network rollout.

Balance sheet

Balance Sheet

Balance Sheet
	As at 30-Jun-07 30-Jun-06 Change 2007/2006 $m $m $m (% change)
Current assets Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other current assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	823 689 134 19.4% 4,530 4,210 320 7.6%
Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current assets Property, plant and equipment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Intangibles - goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Intangibles - other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other non current assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total non current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Current liabilities Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other current liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current liabilities Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other non current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total non current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Equity Equity available to Telstra entity shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . Minority interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total equity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5,353 4,899 454 9.3% 24,607 23,592 1,015 4.3% 2,126 2,073 53 2.6% 4,499 4,050 449 11.1% 1,290 1,610 (320) (19.9%) 32,522 31,325 1,197 3.8% 37,875 36,224 1,651 4.6% 2,743 1,982 761 38.4% 6,691 5,917 774 13.1% 9,434 7,899 1,535 19.4% 11,619 11,442 177 1.5% 4,242 4,049 193 4.8% 15,861 15,491 370 2.4% 25,295 23,390 1,905 8.1% 12,580 12,834 (254) (2.0%) 12,329 12,588 (259) (2.1%) 251 246 5 2.0% 12,580 12,834 (254) (2.0%)

We continue to maintain a strong financial position with net assets of $12,580 million as at 30 June 2007, reducing from $12,834 million at 30 June 2006. The decrease in net assets comprised an increase in total assets of $1,651 million offset by an increase in total liabilities of $1,905 million.

The movement in total assets of $1,651 million was primarily due to:

Cash and cash equivalents increasing by $134 million to $823 million, due mainly to an increase in bank deposits and bills of exchange maturing in less than 90 days as part of our normal working capital requirements;

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Other current assets increased by $320 million to $4,530 million, driven by trade debtors increasing consistent with an increase in revenue activity, network inventory & inventory on hand primarily driven by increased stock to support sales of NextG™. This was offset by a decline in accrued revenue;
Property, plant and equipment increased $1,015 million mainly due to additions exceeding any depreciation as a result of the high capital expenditure associated with our transformation spend, particularly NextG™ and Telstra Next IP™ networks;
Intangibles increased due to goodwill acquired on acquisition of 55% (on an undiluted basis) of the issued capital of SouFun Holdings Ltd in August 2006, partially offset by lower intangibles after divestment of Australian Administration Services Pty Ltd, which also occurred in August 2006;
Other intangibles increased by $449 million mainly due to the developing/acquisition of software assets as part of our IT Transformation, focusing on customer care & billing, inventory management and supply chain services;
Other non-current assets decreased by $320 million to $1,290 million, due mainly to a decrease in the actuarially determined value of our defined benefit pension asset and a decrease in our cross currency swap receivables in line with currency movements and our hedging requirements. Finance lease debtors arising from our solutions management business and interest rate swaps partially offset the decrease;

The movement in total liabilities of $1,905 million was primarily due to:

Total current and non-current borrowings, excluding derivatives increased by $938 million to $14,362 million. This movement is mainly due to the combination of new borrowings, principally a $1,680 million (1 billion Euro) long term Euro bond issue in March 2007, a private placement of $250 million and two domestic private placements totalling $375 million, offset by a revaluation gain on offshore borrowings of approximately $876 million, a maturing long term Euro bond of $376 million and bank loan maturity of $110 million. The movement in current borrowings of $761 million includes $1,273 million of borrowings which were previously non-current and were reclassified;
Other current liabilities increased $774 million, mainly after higher accruals and payables due to higher levels of construction activity undertaken in the last quarter, compared to the levels that occurred in 2006 fiscal year. Also contributing to the increase were higher derivative liabilities, partially offset by a reduction in the redundancy provision due to use throughout the year; and
Other non-current liabilities increased mainly due to the revaluation of derivatives, particularly our cross currency swaps partially offset by decreases in deferred tax liability and provision for restructuring costs.

Cash flow

Cash flow data

Cash flow data
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Receipts from customers (inclusive of GST) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Payments to suppliers and employees (inclusive of GST) . . . . . . . . . . . . . . . . . . . . .	26,187 25,191 996 4.0% (16,049) (14,756) (1,293) 8.8%
Net cash generated from operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Income taxes paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net cash provided by operating activities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net cash used in investing activities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Operating cash flows less investing cash flows. . . . . . . . . . . . . . . . . . . . . . . . . . Movements in borrowings/finance leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Staff payments of share loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Finance costs paid. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Purchase of shares for employee share plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net cash used in financing activities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net increase/(decrease) in cash. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	10,138 10,435 (297) (2.8%) (1,618) (1,882) 264 (14.0%) 8,520 8,553 (33) (0.4%) (5,621) (3,974) (1,647) 41.4% 2,899 4,579 (1,680) (36.7%) 1,760 469 1,291 275.3% 18 24 (6) (25.0%) (3,479) (4,970) 1,491 (30.0%) (1,056) (945) (111) 11.7% - (6) 6 - (2,757) (5,428) 2,671 (49.2%) 142 (849) 991 (116.7%)

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Net cash provided by operating activities

Our primary source of liquidity is cash generated from our operations. Net cash provided by operating activities includes receipts from trade and other receivables, payments to suppliers and employees, income tax paid, and GST received, paid and remitted to the Australian Taxation Office.

During fiscal 2007, net cash provided by operating activities decreased by 0.4% to $8,520 million. Higher revenue and lower net working capital items were offset by an increase in payments to suppliers and employees. The key drivers of our increased revenue were our mobiles and broadband products, as well as increased revenue from our acquisition activities. Our higher expense payments were mainly due to higher cost of mobile sales as we continue to invest in our subscriber base to drive future growth, as well as an increase in expenditure relating to transformation activities.

In addition, our cash paid to the Australian Taxation Office was $264 million lower in fiscal 2007 mainly due to a higher final tax payment in fiscal 2006 arising from a low instalment rate in fiscal 2005. There was also a tax refund relating to fiscal 2006 received and netted against tax payments for fiscal 2007 and a lower tax instalment rate for fiscal 2007.

Net cash used in investing activities

Net cash used in investing activities represents amounts paid for capital assets and investments, offset by cash receipts from the sale of capital assets and investments, and other cash receipts from our investing activities.

Net cash used in investing activities

Net cash used in investing activities
	Year ended 30 June 2007 2006 Change 2007/2006 $m $m $m (% change)
Switching . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Transmission . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Customer access . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mobile telecommunications networks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . International assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Capitalised software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Specialised network functions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	956 452 504 111.5% 557 426 131 30.8% 629 800 (171) (21.4%) 1,036 1,043 (7) (0.7%) 317 338 (21) (6.2%) 995 556 439 79.0% 295 237 58 24.5% 867 340 527 155.0%
Operating capital expenditure. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other intangibles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Capital expenditure before investments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Add: investment expenditure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Capitalised expenditure and investments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . Sale of property, plant and equipment and intangibles . . . . . . . . . . . . . . . . . . . . . Sale of shares in controlled entities and other investments (net of cash disposed) . . . . . Repayment of loans to jointly controlled and associated entities . . . . . . . . . . . . . . . Proceeds from finance lease principal amounts. . . . . . . . . . . . . . . . . . . . . . . . . . . Net cash consideration from CSL New World Mobility merger . . . . . . . . . . . . . . . . . . Interest received . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net cash used in investing activities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5,652 4,192 1,460 34.8% - 63 (63) - 5,652 4,255 1,397 32.8% 330 48 282 587.5% 5,982 4,303 1,679 39.0% (35) (56) 21 (37.5%) (231) (127) (104) 81.9% 24 - 24 n/m (84) (30) (54) 180.0% 21 (42) 63 (150.0%) (56) (74) 18 (24.3%) 5,621 3,974 1,647 41.4%

In fiscal 2007, our expenditure on operating capital, intangibles and investments amounted to $5,982 million, an increase of 39.0% on the previous fiscal year, largely driven by our transformation program.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

The increases in our operating capital expenditure were across most capital expenditure categories, with the exception of a decrease in customer access. The drivers of our operating capital expenditure for the year were as follows:

higher domestic switching as a result of our wireline transformation program. Telstra’s Next IP[TM ] network launched in April 2007 involves transforming our existing voice, data, IP and DSL networks into a single network. It will upgrade the services offered, eliminate duplication and reduce complexity. Most of the expenditure relates to IP enablement of our network involving the installation of new technology infrastructure and the replacement of redundant technology;
higher transmission expenditure due to increased transmission installation to cater for increased IP traffic, as well as additional capacity to support the roll out of the new Next G[TM] network. The Telstra Next IP[TM ] network will create a powerful single integrated platform that will enable a seamless user experience across all devices and platforms with one-command simplicity. Another driver is the increased demand for broadband and other high speed products, which necessitates higher transmission capacity;
lower expenditure on customer access due to the achievement of operational and technology efficiencies in the access network through the deployment of a new generation of Digital Subscriber Line (DSL) equipment, increased utilisation of available network capacity, and other alternative technology solutions. The reduced costs were also driven by the completion of an upgrade program to increase ADSL capacity in the exchange network completed in fiscal 2006. This is partly offset by increased expenditure on the upgrade of Hybrid Fibre Coaxial Cable which forms part of the wireline transformation program;
slightly lower expenditure on our mobile networks primarily due to the Next G[TM ] network which was deployed ahead of schedule which resulted in fewer sites being built in fiscal 2007 and a corresponding reduction in 3G 850 equipment costs. Spend on the 2GSM and CDMA networks was rationalised as the Next G[TM] network is the main focus. This was partially offset by higher spend on the network coverage and capacity and the asset replacement costs to meet the continued increase in traffic and capability of the network. Higher spend was also incurred on the deployment of the High Speed Downlink Packet Access (HSDPA) capability in fiscal 2007;
lower expenditure on international assets. Purchase of international transmission capacity is ongoing to meet internet traffic requirements with the United States and Asia;
significantly higher expenditure on capitalised software as we embark on a 5 year program to transform our IT environment through deployment of new capabilities and reduction in the number of systems with a focus on customer care and billing, inventory management and supply chain services. Many projects have been accelerated from fiscal 2006 which is causing the substantial rise in expenditure for fiscal 2007. There has also been considerable spend on Sensis Product Development initiatives;
increased expenditure on specialised network functions, specifically transformation programs related to 3G growth and the IP network. Expenditure also increased to improve the reliability and robustness of the network and BigPond® rebuild program; and
higher expenditure on other assets was predominantly driven by expenditure on IT infrastructure to support the IT transformation program and network infrastructure to support the next generation network. The next generation network related programs included initiatives such as air conditioning requirements at network sites and new telepower equipment to meet growth requirements in Telstra network sites. There was significant spend on IT hardware as we move from leasing to purchasing outright, which has contributed $337 million to the year on year increase. Additional spend has also been incurred on improving the reliability and robustness of the network and IT infrastructure.

Our other intangibles expenditure has reduced by $63 million to nil during fiscal 2007, as the expenditure in fiscal 2006 related to the acquisition of customer bases from Keycorp relating to their payment transaction network carriage services business.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

During the year, our cash payments for investments and intangibles amounting to $330 million largely resulting from the following items:

$314 million for the acquisition of 55% (on an undiluted basis) of the issued capital of SouFun (net of cash acquired);
$13 million for an additional 25% interest in the issued share capital of 1300 Australia Pty Ltd; and
other minor investments totalling $3 million.

Our cash proceeds from asset sales in the year ended 30 June 2007 included the following:

sale of property, plant and equipment for cash receipts of $35 million;
the sale of our investment in the Australian Administrative Services group for consideration of $208 million net of cash disposed;
the sale of our investment in Platefood for a total consideration of $10 million;
$9 million of additional proceeds from the sale of Xantic BV in fiscal 2006; and
sale of Super Buzz [~] and SayG’Day [~] businesses for cash receipts of $4 million.

A cash payment of $21 million for a price adjustment to New World Mobility has also accrued, representing an adjustment to the $44 million cash received in fiscal 2006.

Net cash used in financing activities

Our net cash used in financing activities decreased by 49.2% to $2,757 million for the year ended 30 June 2007.

During fiscal 2007 we received $2,304 million from new long term borrowings and repaid $375 million of maturing long term debt. After short term borrowings, finance leases and hedging activities are added we experienced a net increase from borrowing and financing activities of $1,760 million, an increase of $1,291 million on last year. This increase was driven by lower net cash produced from the ongoing operations of the business combined with higher capital cash demands for the transformation investment, partly offset by an increase in liquidity.

A significant portion of our net financing cash outflows relate to payment of dividends. Dividends paid in fiscal 2006 were higher than the current fiscal year due to shareholders receiving payment of two additional special dividend of 6c each per share amounting to $1,492 million.

The increase in finance costs paid was mainly the result of higher average debt levels, in conjunction with marginally higher interest rates.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Glossary

2G GSM: Second Generation Global System for mobile communications - refers to the initial group of wireless technology standards that were digital instead of analogue.

3GSM: Third Generation Global System for mobile communications - is the evolution of the current GSM and CDMA 2G and 2.5G technology to support voice and high speed data and multimedia services.

3GSM 850: Third generation mobile technology operating on 850Mhz spectrum.

3GSM 2100: Third generation mobile technology operating on 2100Mhz spectrum.

ACCC: Australian Competition and Consumer Commission.

A-IFRS: Australian equivalents of International Financial Reporting Standards.

ADSL: Asymmetric Digital Subscriber Line - is a high-speed broadband technology that provides access to the internet. It allows high speed data to be carried over copper network phone lines.

ADSL 2+: Our upgraded national high speed broadband network offering improved fixed line ADSL speeds.

ARPU: Average Revenue Per User

CDMA: Code Division Multiple Access - a mobile standard that provides voice, data, fax and short messaging services.

Churn: The net number of subscribers switching between telecommunication providers.

EBIT: Earnings Before Interest and Tax. This is a measure of company profitability.

EBITDA: Earnings Before Interest, Tax, Depreciation and Amortisation. This is a measure of company profitability.

EVDO: Evolution Data Only or Evolution Data Optimised - This is an addition to the existing CDMA network that supports high speed packet data transmission.

HDSL: High bit rate Digital Subscriber Line.

HSDPA: High speed downlink packet access - This is an addition to the existing 3GSM network that supports high speed downlink packet access.

HFC: Hybrid Fibre Coaxial Cable - a shared access architecture using optical fibre between exchanges and hubs in suburban streets, and coaxial cables between the hubs and customers to carry FOXTEL† pay TV and BigPond® Cable services.

HiBIS: Higher Bandwidth Incentive Scheme - a government subsidy scheme.

IP: Internet Protocol - a standard set of rules for the carriage of digital information such as voice, video, data and images, across a global network.

IP Core: The core element of a network that carries and logically splits voice, data and video using IP technology.

IPMAN: Telstra IP Solution product providing a high-speed data networking solution that offers a costeffective means of interconnecting offices throughout Australia. IP MAN solution provides the customer with 'bandwidth-on-demand', the ability to dynamically change the data access capacity of their network from 2Mbps up to 1000Mbps from their desk, via the Internet.

IPWAN: Telstra IP Solution product, providing Corporate Virtual Private Networks to customers. IP WAN uses Telstra’s private network infrastructure to combine all of a company’s communications between sites and mobiles.

ISDN: Integrated Services Digital Network - an international communications standard for sending voice, video and data over digital telephone lines or normal telephone wires. An early form of digital technology, its use has been largely surpassed by ADSL.

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

MMS: Multimedia Messaging Service.

Next G[TM ] : Telstra’s trade mark name for its 3G mobile network that operates on the 850Mhz spectrum. This third generation network is technically known as the 3GSM850 Mhz.

PSTN: Public Switched Telephone Network - referred to as the ‘fixed line’ network, it is the standard home telephone service delivered over copper wires.

Resale Churn: Is a movement of a fixed service between Telstra Wholesale and Telstra Retail, or between Telstra Wholesale resellers on the Telstra access network.

SARC: Subscriber acquisition and recontract costs.

SIO: Services in operation

SMS: Short Messaging Service - the text based message service on mobile phones.

Telstra Next IP[TM] : Telstra’s trade mark name for the integrated national IP network.

ULL: Unconditioned or Unbundled Local Loop - the local loop is the copper wire that connects the Telstra exchange in your area to your house. Telstra is required to provide access to this wire to other operators. Other telecommunications providers can provide customers with their own services, like broadband or a telephone service, by installing their own equipment in Telstra exchanges and connecting to the ‘loop’.

WAN: Wide Area Network

Telstra Corporation Limited and controlled entities

Full year results and operations review - June 2007

Restatement of previously reported results

The following tables show the impact on the Telstra Group of adopting UIG 4 and of amending the impact of adopting A-IFRS to our previously reported income statement and balance sheet.

Income Statement	Adjustments to 30 June 2006 $m (38) (29) (9) (9) - 8 5 1 2
Decrease in revenue (excluding finance income) . . Decrease in goods and services purchased . . . . . . Decrease in EBITDA Decrease in depreciation and amortisation . . . . . EBIT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Increase in finance income . . . . . . . . . . . . . . . Increase in finance costs . . . . . . . . . . . . . . . . . Income tax expense. . . . . . . . . . . . . . . . . . . . Increase in profit for the year . . . . . . . . . . . . . .

Balance Sheet Increase/(decrease)	Adjustments as at 30 June 2006 $m
Assets Trade and other receivables (current) . . . . . . . . . Trade and other receivables (non current) . . . . . . Property, plant and equipment. . . . . . . . . . . . . Total assets . . . . . . . . . . . . . . . . . . . . . . . . . Liabilities Borrowings (current) . . . . . . . . . . . . . . . . . . . Borrowings (non current) . . . . . . . . . . . . . . . . Deferred tax liabilities . . . . . . . . . . . . . . . . . . Total liabilities . . . . . . . . . . . . . . . . . . . . . . . Net assets . . . . . . . . . . . . . . . . . . . . . . . . . . Equity Retained profits . . . . . . . . . . . . . . . . . . . . . . Total equity. . . . . . . . . . . . . . . . . . . . . . . . .	20 59 (30)
	49
	13 33 1
	47
	2
	2
	2

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Telstra Corporation Limited and controlled entities

Corporate Governance and Board Practices

Corporate Governance and Board PracticesCorporate Objective

The Telstra Board has determined that:

Telstra’s corporate objective is to create long-term shareholder value through providing integrated communication, information and entertainment services and customer focussed solutions.

The corporate objective guides the work of the Board and Management, and provides a robust foundation for their decision making.

The Telstra Board is committed to excellence in corporate governance and the enhancement of its shareholders’ interests. Our main corporate governance and board practices in place during fiscal 2007 are described in this section and, where appropriate, elsewhere in our annual report, as indicated. Further information regarding our corporate governance and board practices (including copies of key policies and charters) can also be found on our website, www.telstra.com.au/abouttelstra/corp/governance/index.cfm.

We regularly review and update our corporate governance practices. The Board evaluates and, where appropriate, implements relevant proposals with the aim of ensuring that we continue to demonstrate our commitment to good corporate governance, having regard to developments in market practice and regulation.

We comply with the ASX Corporate Governance Council’s “Principles of Good Corporate Governance and Best Practice Recommendations” (the ASX CGC Recommendations) released in March 2003.

A review of Telstra’s governance framework will be undertaken in the course of the 2008 financial year to address:

our voluntary deregistration with the United States Securities Exchange Commission (SEC), and delisting from the New York Stock Exchange and the consequent removal of some US specific obligations.
other relevant developments including the release of the revised ASX CGC Recommendations in August 2007.

Corporate Social Responsibility

Telstra’s commitment to corporate responsibility is to act ethically and responsibly in all our business practices. We manage our resources efficiently and consider the social and environmental along with the financial impact of our actions. By understanding the concerns and expectations of our stakeholders we seek to deliver networks, products and services that are safe, deliver long-term shareholder value and provide benefits for our customers, employees, the environment, our communities and the nation. To achieve this we:

are working to integrate social and environmental risk assessments into our business processes;
listen to the concerns and expectations of our stakeholders;
conserve and manage our resources efficiently and seek to reduce adverse environmental impacts;
value the contribution of our employees and provide good jobs at good wages with fair conditions of work;
voluntarily contribute resources to support the communities in which we live, work and play throughout Australia;
communicate our performance and governance honestly.

By delivering our products, services and business success through balanced and responsible management and the oversight of the Board, Telstra seeks to advance the national interest by contributing to jobs, growth, regional and community development and increased prosperity through productivity improvement and global competitive advantage.

A comprehensive corporate social responsibility report is produced each year. A copy of the latest report is available at http://www.telstra.com.au/abouttelstra/csr/reports.cfm

Telstra Corporation Limited and controlled entities

Corporate Governance and Board Practices

The Board of Directors

Role and responsibilities of the Board

The Board is accountable to shareholders for the management of our business and affairs and is responsible to shareholders for our overall strategy, governance and performance. The Board’s role includes:

determining the corporate objective which is the foundation for all the actions and decisions of the Board and management;
providing strategic direction to the Company by approving the corporate strategy and associated performance objectives, monitoring developments and approving any variations;
approving significant business decisions;
approving the annual corporate plan;
overseeing the review and update of corporate governance practices and procedures as necessary to support its commitment to excellence in corporate governance;
appointing, assessing the performance of and determining the remuneration of the CEO, overseeing the performance of senior management and reviewing management succession plans and senior management remuneration arrangements;
overseeing shareholder reporting and communications;
requiring appropriate compliance frameworks and controls to be in place and operating effectively;
monitoring the integrity of internal control and reporting systems and monitoring strategic risk management systems;
reviewing and approving our statutory accounts and overseeing our financial position;
approving decisions concerning our capital, including capital restructures and share buybacks, and determining our dividend policy; and
ensuring we comply with the reporting and other requirements of the Telstra Corporation Act.

The Board has adopted a charter that details the role and responsibilities of the Board and its members.

The Board has delegated responsibility for day-to-day management of the Company to the CEO and has put a formal delegations structure in place which sets out the powers delegated to the CEO and those specifically retained by the Board.

The matters retained by the Board for decision are set out in Appendix 1 to the Board Charter which is available at www.telstra.com.au/abouttelstra/corp/governance/documents.cfm

Board membership, size and composition

The Board has a broad range of relevant experience to enable it to discharge its legal obligations, perform the role set out in its Charter and deliver the corporate objective.

Our constitution provides for a minimum of three directors. The maximum number of directors is to be fixed by the directors, but may not be more than 13 unless the shareholders, in general meeting, resolve otherwise. The directors must not determine a maximum which is less than the number of directors in office at the time the determination takes effect. We currently have nine directors on the Board.

The Board may appoint an individual to be a director, either as an addition to the existing directors or to fill a casual vacancy up to the maximum number of directors. The appointment of a new director by the Board is subject to shareholder ratification through their election by the shareholders at the next annual general meeting. Individuals may also nominate themselves for election as a director at the annual general meeting. All new directors participate in a formal induction process co-ordinated by the Company Secretary.

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Corporate Governance and Board Practices

The tenure of the CEO as a director is linked to his executive office. Under our constitution, no other director may hold office for more than three years or beyond the third annual general meeting following their appointment (whichever is the later) without re-election. We must hold an election of directors each year.

A recommendation to re-elect a director at the end of their term is not automatic. Before each annual general meeting, the Board will determine if the Board will recommend to the shareholders that they vote in favour of the re-election of the directors due to stand for re-election. This decision is made by the Board, having regard to those directors’ annual performance review undertaken as part of the Board’s annual performance evaluation process (see below) and any other matters it considers relevant.

A brief biography for each director setting out their experience and expertise, membership of Telstra Board committees, together with details of their year of initial appointment and re-election (where applicable) of each director, is outlined in the Directors’ report.

Role of the chairman

Telstra’s chairman, Donald McGauchie AO, is an independent non-executive director. He has been a director of Telstra since 1998 and was elected Chairman in 2004. The chairman attends the meetings of each Board Committee, is a member of the Remuneration Committee and chairman of the Nomination Committee.

The chairman is an independent director and is appointed by the Board. The chairman’s principal responsibilities are to ensure that the Board fulfils its obligations under the Board Charter and as required under the relevant legislation and to provide appropriate leadership to the Board and Telstra. The chairman also has specific responsibilities which include:

representing the views of the Board to all shareholders and maintaining appropriate ongoing contact with major shareholders to ensure the Board understands their views;
establishing the timetable and working with the CEO and company secretary to agree the agenda for Board meetings;
chairing Board meetings and shareholder meetings;
facilitating Board discussions with the aim of ensuring that:
the discussions are conducted in an open and professional manner where directors are encouraged to express their views, leading to objective, robust analysis and debate; and
the core issues facing the company are addressed;
working with the CEO to ensure the CEO provides the Board with the information it requires to contribute effectively to the Board decision making process and to monitor the effective implementation of Board decisions;
guiding and promoting the on-going effectiveness and development of the Board and individual directors; and
ensuring the meetings of shareholders are conducted in an open and proper manner with appropriate opportunity to ask questions.

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Corporate Governance and Board Practices

Director independence and declaration of interests

The Board recognises the important contribution independent directors make to good corporate governance.

It is the Board’s current policy that the CEO is the only executive director and that the non-executive directors should be independent directors as defined in the Board Charter. With the exception of the CEO, all directors are non-executive directors and have been determined by the Board to be independent.

Generally speaking, an independent director is a director who is independent of management and free of any interest and business or other relationship that could, or could reasonably be perceived to, materially interfere with the exercise of the director’s unfettered and independent judgment, and ability to act in Telstra’s best interests.

The Board, at least annually, assesses the independence of each director. In assessing each director’s independence, the Board considers the effect of a director’s business and other relationships and interests from both the Company’s perspective and that of the director and has regard to a specific set of criteria set out in the Board Charter. These criteria are consistent with the definition of independence set out in the ASX CGC Recommendations released in March 2003 and other relevant regulations and guidance. Materiality is assessed on a case-by-case basis from both the company’s perspective and that of the relevant director and having regard to the director’s individual circumstances.

Directors are required to take all reasonable steps to avoid actual, potential or perceived conflicts of interest.

The Corporations Act, our constitution and the Board Charter require directors to disclose any conflicts of interest and generally to abstain from participating in any discussion or voting on matters in which they have a material personal interest.

A director who believes he or she may have ceased to be independent, or who believes that he or she may have a conflict of interest or material personal interest in a matter, is required to disclose the matter in accordance with the relevant Corporations Act and constitutional requirements and follow the procedures developed by the Board to deal with such circumstances.

Meetings of the Board

The Board meets for scheduled meetings and on other occasions, as required, to deal with specific matters that require attention between scheduled meetings. The regular business of the Board includes strategic matters, governance, oversight, senior executive appointments, performance and remuneration, financial matters, risk management, compliance and relationships with stakeholders. The Board also liaises with senior management as required and may consult with other Telstra employees and advisers and seek additional information.

Details of the number of meetings held by the Board during fiscal 2007 and attendance by Board members are set out in the Directors’ report.

Performance Evaluation

The Board regularly reviews its performance (including its performance against the requirements of the Board Charter), the performance of individual committees and the performance of individual directors. In fiscal 2006, the Board engaged an external consultant to facilitate this review. In 2007, the Board undertook an internal review of its performance. This was facilitated by the Chairman and included one on one discussions with each of the directors.

As noted earlier, the Board makes recommendations to shareholders regarding the re-election of directors having regard to the outcome of such reviews.

Board access to management and independent professional advice

In addition to regular presentations by senior management to Board and Board committee meetings, directors may seek briefings from senior management on specific matters.

Telstra Corporation Limited and controlled entities

Corporate Governance and Board Practices

The Board has the authority to conduct or direct any investigation required to fulfil its responsibilities and has the ability to retain, at Telstra’s expense, any legal, accounting or other advisers, consultants or experts as it considers necessary or appropriate in the performance of its duties. All committees of the Board have access to independent professional advice on this basis.

In addition, each director has the right to seek independent professional advice at Telstra’s expense, subject to the prior approval of the chairman.

Committees of the Board

The Board committees assist the Board in the discharge of its responsibilities. The role of Board committees is to advise and make recommendations to the Board.

There are four standing committees:

Audit Committee;
Nomination Committee;
Remuneration Committee; and
Technology Committee.

Details of the members of the Board committees during fiscal 2007 and their qualifications, committee meetings held in fiscal 2007 and the attendance of each committee member are set out in the Directors’ report. The Board receives a report from a committee on its activities after each committee meeting.

Each committee operates in accordance with a written charter approved by the Board. The Board appoints the members and the chairman of each committee. Membership of the Audit, Nomination and Remuneration Committees is confined to directors who are determined by the Board to be independent as defined in the Board Charter.

The role, function, charter, performance and membership of each committee are reviewed on an annual basis as part of the Board’s evaluation process. Each committee:

assesses its performance against the requirements of its charter and provides regular reports to the Board; and
regularly reviews and assesses the adequacy of its charter, discusses any required changes with the Board and ensures any revisions to the charter are approved by the Board.

Audit Committee

Role and responsibilities of the Audit Committee

The Audit Committee is a committee of the Board established to:

assist the Board in discharging its responsibilities by monitoring and advising on:
financial reporting;
our overall risk management process and the management of specific risk areas as directed by the Board;
the effectiveness and operation of our internal controls over financial operations and reporting;
the effectiveness and operation of other aspects of our internal control environment as it sees fit;
compliance with legal and regulatory requirements and company policies;
the external audit including the external auditors’ qualifications, scope, independence and performance and the non-audit services disclosures to be made in our annual report including the reasons for being satisfied that the auditors’ independence was not compromised by the provision of these services;

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Corporate Governance and Board Practices

the objectivity and performance of the internal audit function; and
the structure and operation of our corporate governance framework and related disclosures.
provide a forum for communication between the Board, management and both the internal and external auditors; and
provide a conduit to the Board for external advice on audit, risk management and compliance matters.

During the 2007 financial year the Audit Committee comprehensively addressed its responsibilities under its charter which is available at www.telstra.com.au/abouttelstra/corp/governance/documents.cfm

Composition and membership of the Audit Committee

It is Board policy that the Audit Committee is comprised of at least three Board members, all of whom are independent as defined in the Board Charter and who will not, in accordance with US requirements, other than in his or her capacity as a member of the Board, Audit Committee or any other Board committee:

accept directly or indirectly any consulting, advisory or other compensatory fee from us or any of our subsidiaries or any Board committee; or
be an affiliated person of us or any of our subsidiaries.

Each member is required to:

be financially literate (i.e. able to read and understand financial statements) and have sufficient financial knowledge to allow them to discharge their duties and actively challenge information presented by management, internal and external auditors;
have a reasonable knowledge of Telstra, the industries in which we operate and our risks and controls; and
have the capacity to devote the required time and attention to prepare for and attend committee meetings.

In addition, the chairman of the Audit Committee must not be the chairman of the Board and no director may serve as a member of the Audit Committee if that director serves on the audit committee of more than two other public companies.

Meetings of the Audit Committee

Scheduled Audit Committee meetings are held on a regular basis, as determined annually in advance by the Board, and planned to correspond with our financial reporting cycle. Additional meetings are also held if required.

Other members of the Board are entitled to attend Audit Committee meetings and the Audit Committee may ask management, the external auditors and/or others to attend meetings and provide such input and advice as required.

The Audit Committee regularly meets with the internal auditor and the external auditors in the absence of management.

Relationship with external auditor

Prior to the T3 Global Offering in November 2006, it was a legislative requirement that the Auditor-General of Australia be our auditor for the purposes of the Corporations Act. The Auditor-General appointed an agent, Ernst & Young, to assist in performing independent external audit duties. Following the sale by the Commonwealth of its shares in Telstra in the T3 Global Offering in November 2006, the Auditor-General resigned as our auditor.

Telstra has appointed Ernst & Young as external auditor for the 2007 financial year. Their appointment for subsequent years is subject to confirmation by our shareholders at our 2007 Annual General Meeting. It is

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Corporate Governance and Board Practices

Board policy to conduct a competitive tender every three to five years. Ernst & Young was appointed as the Auditor-General’s subcontractor as a result of a competitive tender for the 2005 financial year.

The Audit Committee approves the provision of recurring audit services as part of the annual approval of the audit plan. In accordance with SEC requirements, additional audit and non-audit services provided by the external auditors during the 2007 financial year were pre-approved by the Audit Committee in accordance with the company’s process. This is set out in greater detail in the Director’s report.

Restrictions on performance of non-audit services and auditor independence

The Audit Committee provides an annual, formal, written report detailing the nature and amount of any non-audit services rendered by Ernst & Young during the most recent fiscal year and an explanation of how the provision of these non-audit services are compatible with auditor independence. Details of amounts paid or payable to the auditor for non-audit services provided during the year are located in note 8 to our consolidated financial statements.

The lead Ernst & Young audit partner rotated after the signing of the audit opinion for the 2007 financial year.

Our external auditors attend our annual general meeting and are available to answer shareholder questions about the conduct of our audit and the preparation and content of the auditor’s report.

Audit Committee Processes

The Audit Committee:

at least annually meets separately with our external auditors to discuss any matters that the Audit Committee or our auditors believe should be discussed privately;
reviews the Directors’ report and the Corporate Governance section of the annual report and considers whether the information is clear and consistent with the Audit Committee’s knowledge about Telstra and its operations. In addition, prior to release, the Audit Committee reviews key elements of other related regulatory filings and discusses them with the external auditors as appropriate; and
reviews the interim and annual financial statements and preliminary announcements and discusses them with the external auditors prior to their release to determine whether they are complete, reflect appropriate accounting principles, contain appropriate disclosures and are consistent with the information known to the Audit Committee.

Telstra Corporation Limited and controlled entities

Corporate Governance and Board Practices

Nomination Committee

Role and responsibilities of the Nomination Committee

The Nomination Committee is a committee of the Board established to assist the Board in discharging its responsibilities by monitoring and advising on:

composition and performance of the Board;
director independence; and
appointment of the CEO.

During the 2007 financial year, the Nomination Committee comprehensively addressed its responsibilities under its charter which is available at www.telstra.com.au/abouttelstra/corp/governance/documents.cfm

Composition and membership of the Nomination Committee

It is Board policy that the Nomination Committee is comprised of at least three Board members including the chairman of the Board, all of whom are independent as defined in the Board Charter.

Each member is expected to:

have a reasonable knowledge of Telstra and the industries in which we operate; and
have the capacity to devote the required time and attention to prepare for and attend committee meetings.

Meetings of the Nomination Committee

Meetings are held on a regular basis, as determined annually in advance by the Board. Additional meetings are also held if required.

Other members of the Board are entitled to attend Nomination Committee meetings and the Nomination Committee may invite other people including any of our employees to its meetings, as it deems necessary. However, if a person has a material personal interest in a matter that is being considered at a meeting, he/ she must not be present for consideration of that matter.

Remuneration Committee

Role and responsibilities of the Remuneration Committee

The Remuneration Committee is a committee of the Board established to assist the Board in discharging its responsibilities by monitoring and advising on:

remuneration of the Board;
performance and remuneration of the CEO;
performance and remuneration of senior management;
remuneration strategies, practices and disclosures generally; and
employee share and option plans.

The Committee also exercises the administrative powers delegated to it by the Board under our share option plans and, in certain circumstances, makes offers to employees under those plans.

During the 2007 financial year, the Remuneration Committee comprehensively addressed its responsibilities under its charter which is available at www.telstra.com.au/abouttelstra/corp/governance/documents.cfm. See also the 2007 Remuneration report which forms part of the Directors’ Report.

Telstra Corporation Limited and controlled entities

Corporate Governance and Board Practices

Composition and membership of the Remuneration Committee

It is Board policy that the Committee is comprised of at least three Board members including the chairman of the Board, all of whom are independent as defined in the Board Charter.

Each member is expected to:

be familiar with the current legal and regulatory disclosure requirements in relation to remuneration;
have adequate knowledge of executive remuneration issues, including executive retention and termination policies, and short term and long term incentive arrangements;
have a reasonable knowledge of Telstra and the industries in which we operate; and
have the capacity to devote the required time and attention to prepare for and attend committee meetings.

Meetings of the Remuneration Committee

Meetings are held on a regular basis, as determined annually in advance by the Board, scheduled to correspond with our remuneration review and reporting cycle. Additional meetings are also held if required.

Other members of the Board are entitled to attend Remuneration Committee meetings and the Remuneration Committee may invite other people including any of our employees to its meetings, as it deems necessary. However, if a person has a material personal interest in a matter that is being considered at a meeting, he/she must not be present for consideration of that matter.

Our Remuneration Framework

Information in relation to our remuneration framework (including information regarding our remuneration strategy and policies and their relationship to Company performance), together with details of the remuneration paid to Board members and senior executives who were the key management personnel of the Company during fiscal 2007, can be found in our Remuneration Report which forms part of the Directors’ Report.

The Remuneration Committee seeks and receives extensive external advice from independent remuneration consultants in determining our remuneration practices.

Each year, the Board reviews our CEO’s performance against agreed measures and considers the CEO’s compensation and entitlement to performance based remuneration. Each year, the CEO undertakes a similar exercise in relation to senior management. The results of the CEO's annual performance review of senior management are considered by the Board.

Technology Committee

The Technology Committee is a committee of the Board established as a forum for the Board to review technology developments relevant to Telstra and the industries in which we operate in greater detail than is possible at Board meetings. The Committee's purpose is educative only.

Risk oversight and management

Risk management and oversight is integral to Telstra's business, and managing risks effectively enables us to achieve our objectives and create value for our shareholders, satisfy our customers, protect our staff, our assets, the community, and the natural environment. Our commitment is to manage those risks that arise in the course of Telstra’s business to an acceptable level, so as to maximise our opportunities and minimise negative outcomes.

Management and staff within each part of our business have primary responsibility to proactively identify risks, choose and implement methods to treat these risks, and monitor their control effectiveness. They periodically review and update the Audit Committee as to their significant business risks. We also have groups assisting to manage and report in specialised areas such as Occupational Health and Safety, Environmental, Treasury, Insurance, Credit and Regulatory risks.

Telstra Corporation Limited and controlled entities

Corporate Governance and Board Practices

The Risk Management & Assurance group develops and promotes a common risk management language and approach. This group is also responsible for conducting independent risk assessments in key areas and reports its findings on significant risks with an evaluation as to the adequacy and effective operation of controls to senior management and the Audit Committee.

The Board monitors the integrity of internal control and reporting systems and monitors the effectiveness of our management of strategic, financial, operational and compliance risks. The Audit Committee, oversees the management of risk within the company, approves the company wide risk policy, and reviews trends of the risk profile. Through management reports and independent assessments undertaken by the Risk Management and Assurance function, the Audit Committee monitors the adequacy and operating effectiveness of the controls that seek to ensure significant risks are managed to an acceptable level.

Risk Management, internal compliance, control systems and our financial reports

The CEO and CFO have provided the Board with the certifications required by the Corporations Act and those set out in the ASX CGC Recommendations in relation to our risk management and internal compliance and control systems and our financial reports.

The CEO and CFO have provided the Board with confirmation that, in all material respects, the Company's financial reports for the year ended 30 June 2007 present a true and fair view of the Company's financial position and performance and are in accordance with relevant accounting standards. The CEO and CFO have confirmed this statement is made based on a sound system of risk management and internal compliance and control implemented in accordance with Board policy. In addition, the CEO and CFO have confirmed to the Board that the Company's risk management and internal compliance and control systems, to the extent they relate to financial reporting, are operating efficiently and effectively in all material respects based on the risk management model adopted by the Company.

The CEO and CFO are assisted in this confirmation process by the work of:

the Management Certifications Committee that reports to the CFO and, through him, to the CEO; and
the Continuous Disclosure Committee (refer below).

These committees are comprised of members of senior management and together have responsibility for considering the materiality of information and making recommendations to the CEO and CFO on our reporting and disclosure obligations on a timely basis. In addition, regular reports on these procedures and relevant findings are provided to the Audit Committee.

Telstra Values, Telstra Business Principles, Code of Conduct and other company policies

We have a number of internal operating policies and principles which promote ethical and responsible decision making and timely and balanced disclosure.

Telstra Values, Telstra Business Principles and company policies

We provide guidance to our directors, senior management and employees on the practices, principles and standards of corporate and personal behaviour required of all of our officers and employees in performing their daily business activities through our Company Values, the Telstra Business Principles and our company policies (including our Code of Conduct). The Telstra Business Principles, the Code of Conduct and other company policies reinforce the standards of appropriate business and ethical behaviour we expect from all employees. We have a mandatory training program for all employees to reinforce these standards.

Our Values, the Telstra Business Principles and our Code of Conduct are available on our website at www.telstra.com.au/abouttelstra/investor/docs/pers_responsibility.pdf.

Whistleblower policy and service

We have in place a whistleblower policy and confidential whistleblower service which provides our staff with an avenue to raise concerns they might have with behaviour that is potentially illegal, improper or unethical. The whistleblowing process is supported by an independent service provider who specialises in receiving sensitive reports or disclosures. All reports or disclosures are treated as confidential and reports

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Corporate Governance and Board Practices

can be made anonymously. Reports are referred to our Ethics Committee which is made up of senior managers and oversees the investigation of these matters and the implementation of any recommendations considered appropriate. In addition to generally supporting Telstra's ethical foundations, the Ethics Committee charter confirms that part of its role is to oversee our whistleblowing policy and process.

The Ethics Committee’s Charter was reviewed by the Audit Committee during the 2007 financial year. The Audit Committee oversees the Whistleblowing program, receives regular reports from the Ethics Committee, and provides an escalation channel for the Ethics Committee where required. Our whistleblowing policy reflects the Telstra Values of Accountability, Integrity and Leadership, supports our Code of Conduct and complements existing management structures and functions.

Share Trading

We have in place a share trading policy that prohibits directors, the CEO, senior management and certain other employees (and their associates) from engaging in short-term trading of our securities (including the acquisition of derivatives and financial and other products issued or created over our shares by us or any third party). This policy also restricts the buying or selling of our securities to three “window” periods (between 24 hours and 1 month following the release of our annual results, the release of our half-yearly results and the close of our annual general meeting) and at such other times as the Board permits. Trading during these window periods is subject to the overriding legal requirement that buying or selling of our securities is not permitted at any time by any person who possesses price-sensitive information which is not generally available in relation to those securities.

In addition, directors, the CEO, senior management and relevant employees must notify the Company Secretary before they or their close relatives buy or sell our securities. Changes to the interests of directors in our securities are, as required by law, notified to the ASX.

Our share trading policy also prohibits our directors, the CEO, senior management, other employees and contractors from buying or selling securities of other companies (including shares, derivatives and financial and other products issued or created over those securities by the company or any third party) when in possession of price-sensitive information relating to that other company which is not generally available. This applies if the information is price-sensitive to the other company (and not generally available), even though it may not be price-sensitive information to us.

Further, directors, the CEO, senior management and relevant employees are also restricted from entering into arrangements which effectively operate to limit the economic risk of their security holdings in shares allocated under our share plans during the period the shares are held in trust.

Market disclosure

We have established procedures intended to ensure that we comply with our market disclosure obligations. In particular, we have in place a comprehensive continuous disclosure procedure which is reviewed and updated on a regular basis. The aim of this procedure is to ensure that we release price-sensitive information in a timely fashion to the various stock exchanges on which our shares and debt securities are listed.

Our procedure provides that:

ultimate management responsibility for continuous disclosure rests with the CEO and the CFO;
• the responsibilities of the Continuous Disclosure Committee (Committee), which is chaired by the Company Secretary, include:
ensuring that there is an adequate system in place for the disclosure of all material information to the ASX;
advising the CEO and the CFO in relation to the disclosure of information reported to the Committee;

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the Committee’s membership includes the Company Secretary, a representative of Public Policy and Communications, the General Counsel - Finance & Administration, a representative from Finance & Administration and the General Manager - Investor Relations or their delegates;
senior management (including Group Managing Directors other than the CFO and their direct reports, all financial controllers and certain legal and regulatory counsel) must immediately inform the Committee of any potentially price-sensitive information or proposal as soon as they become aware of it;
in cases where material information has originated in the office of the CEO or the CFO or has been reported directly to them, the CEO or CFO may, at their discretion, seek the advice of, or a recommendation from, the Committee in deciding whether to make or approve an ASX announcement in relation to that material information;
if the matter is disclosable, an announcement is prepared and immediately sent via the Company Secretary’s office electronically to all relevant stock exchanges.

We have implemented several practices internally to reinforce the importance of our continuous disclosure obligations and the need to keep the Committee informed about potentially disclosable matters. These practices are reviewed regularly and include the following:

every director is made aware of our continuous disclosure obligations upon taking office and each member of senior management undertakes training with the General Counsel - Finance and Administration, in relation to our continuous disclosure obligations;
a weekly email is sent to all senior management reminding them to notify the Committee immediately if they become aware of any potentially price-sensitive information or proposals;
• the Committee maintains a list of issues which, although not yet disclosable, are monitored in case they become disclosable;
all proposed media releases and external speeches and presentations to be made by senior management are reviewed by internal legal counsel to determine whether they should be disclosed;
• a specific information paper is prepared for each Board meeting summarising ASX announcements and details of significant matters considered by the Committee but judged not to be disclosable; and
• the Office of the Company Secretary maintains a record of all market announcements made. The announcements are also posted on our website after market release is confirmed.

We also have in place an investor relations policy governing communications and the provision of information to external parties, including shareholders, brokers and analysts. The aim of this policy is to ensure that we provide investors and the financial community with appropriate and timely information whilst at the same time ensuring that we fulfil our statutory reporting obligations under the Corporations Act and the ASX Listing Rules.

Legal and Regulatory Compliance

We are committed to conducting our business in compliance with our legal and regulatory obligations. Compliance with these obligations is not just a legal requirement but is integral to our commitment to our employees, customers, shareholders and the community. Compliance is a key element of the Telstra Values which are the foundation for our cultural priorities and the way we pursue Telstra’s vision and mission. We seek to achieve this through a focus on policies, procedures, work instructions and controls that are intended to ensure that our actions, and those of our employees, are in accordance with these requirements.

The Board and the senior management team are committed to ensuring there is an appropriate compliance framework and complementary controls in place to provide an appropriate level of confidence that the Company is operating in compliance with relevant laws, regulations and industry codes. The Board has given the Audit Committee specific responsibility for reviewing our approach to achieving compliance with laws, regulations and associated industry codes in Australia and overseas and for the general oversight of compliance issues. This oversight is facilitated by the preparation of a regular and comprehensive compliance report summarising our compliance initiatives and issues.

Telstra Corporation Limited and controlled entities

Corporate Governance and Board Practices

In 2006 we reviewed and refined out internal approach to compliance and from the start of the 2007 fiscal year we moved to combine our compliance activities and the related activities supporting our corporate ethics under a single Compliance and Corporate Ethics Framework. This framework brings together our business units and the individual subject matter specific compliance programs in a more integrated, consistent and collaborative way than we have in the past.

We have continued our comprehensive program based approach to compliance. This has been fundamental to our approach to compliance for many years and this continues to be a key element of our compliance framework with subject matter experts helping us to understand our many legal and regulatory obligations and responsibilities and translate them into appropriate practice. The programs include health, safety and environment, privacy, trade practices, diversity and industry regulation.

This program based approach at a corporate level is supported by a network of senior personnel appointed to the role of Business Unit Compliance Manager. These Compliance Managers are supported by other personnel at the business unit level with specific responsibility for the implementation of the compliance programs within their business unit. This structure has been designed with the aim of ensuring that each business unit's operations are conducted in accordance with our obligations in an efficient, effective and integrated manner that reflects that business unit’s individual risk profile.

A number of programs, including the privacy compliance program, are subject to periodic, independent external reviews which are intended to:

ensure that our approach is comprehensive, robust and rigorous; and
to provide an objective view of areas for further improvement.

Political and Other Donations

We do not make political donations. However, in line with other major publicly listed companies, we do pay fees to attend events organised by political parties where those events allow for discussion on major policy issues with key opinion leaders and policy makers.

We make donations and contribute funds to community and other organisations as part of our approach to corporate social responsibility.

Shareholder Communications Strategy

We have implemented a number of initiatives to promote effective communication with our shareholders. These include:

maintaining an investor relations website;
maintaining a corporate blogging and advocacy website – nowwearetalking.com. nowwearetalking is designed to provide shareholders and other interested parties with information about the digital revolution and how it can improve our quality of life in the 21[st] century. nowwearetalking is also designed to increase the level of public dialogue about the future of telecommunications in Australia;
writing directly to our shareholders twice a year about our half-year and annual financial results in addition to providing them with a copy of the annual review;
placing all announcements made to the market, including transcripts of investor and media briefings and related information, on our website;
webcasting and podcasting certain events such as briefings and our annual general meeting;
using electronic communications to advise investors, who have provided us with their email address, of significant matters that may be of interest to them; and
writing directly to our shareholders on issues relating to them that affect their investment. For example, the acquisition of Soufun.

Telstra Corporation Limited and controlled entities

Corporate Governance and Board Practices

We are also seeking to encourage our shareholders to receive their communications from us electronically through our participation in the eTree program, of which we are a foundation member. Through the eTree program, we currently donate to Landcare Australia:

$2 for every shareholder who chooses to receive all of their communications from us electronically; and
$1 for those shareholders who choose just to receive electronic shareholder reports and notices of meetings from us.

During fiscal 2007, we donated over $29,000 to Landcare Australia through this initiative.

Telstra Corporation Limited and controlled entities

Shareholder Information

Shareholder InformationListing Information

Markets in which our shares are traded

We are listed, and our shares are quoted on the Australian Stock Exchange ( ASX ) and on the New Zealand Stock Exchange ( NZX ). A number of our shares are unquoted. These unquoted shares are held by the Future Fund Board of Guardians ( Future Fund ) and Telstra Sale Company Limited ( IR Trustee ).

Since 20 November 2006, we also have instalment receipts ( IRs ) quoted on the ASX and NZX. An IR is evidence of a beneficial interest in a Telstra share. Until a shareholder pays the final instalment on their IRs, the IR Trustee is the legal owner of the underlying shares and holds the shares on trust.

Our securities were initially listed on 17 November 1997. This followed the sale by the Commonwealth of 33.3% of its shares in the Company. Subsequently on 18 October 1999, the Commonwealth sold an additional 16.6% of the shares in the Company. On 20 November 2006, the Commonwealth sold a further 31.1% of its shares in the Company and transferred the remaining 17.1% to the Future Fund.

As foreshadowed last year, Telstra applied for deregistration from the US Securities and Exchange Commission ( SEC ) on 4 June 2007 and has since been advised that our registration and reporting obligations for our ordinary shares and debt securities under Sections 12(g) and 15(d) of the United States Securities Exchange Act of 1934 ended on 4 September 2007. Telstra ADRs were de-listed from the New York Stock Exchange (NYSE) on 23 April 2007 and currently trade on the Over-the-Counter market under the symbol “TLSYY”.

Markets on which our debt securities are listed

We also have debt securities listed on the ASX, the London Stock Exchange and the Swiss Stock Exchange.

Distribution of securities and security holdings

The following table shows the number of listed and unlisted shares on issue at 6 September 2007:

Title of class Identity of person or group	Amount owned	%
Unlisted Shares Unlisted Shares Future Fund_1_ IR Trustee Listed Shares Listed shareholders	2,104,657,933 93,500,000 10,244,916,424 12,443,074,357	16.9 0.8 82.3
		100

(1) The Future Fund also holds 21,894,459 listed shares.

The following table shows the number of listed IRs on issue at 6 September 2007.

Title of class	Identity of person or group	Amount owned	%
Listed IRs	Listed IR Holders	4,124,240,296	100

Distribution of shares

The following table summarises the distribution of our listed shares as at 6 September 2007:


Size of holding	Number of Shareholders % Number of Shares %
1-1,000 1001-2000 2,001-5,000 5,001-10,000 10,001-100,000 100,001 and over	846,501 60.88 516,567,333 5.00 255,022 18.34 398,244,315 3.85 201,550 14.50 636,582,315 6.16 56,462 4.06 406,696,030 3.93 29,958 2.15 627,385,831 6.07 848 0.06 7,659,440,600 74.99
Total	1,390,341 100.00 10,244,916,424 100.00

The number of shareholders holding less than a marketable parcel of shares was 8,633 holding 677,941 shares.

Telstra Corporation Limited and controlled entities

Shareholder Information

Distribution of IRs

The following table summaries the distribution of our listed IRs as at 6 September 2007:

Size of holding 1-1,000 1001-2000 2,001-5,000 5,001-10,000 10,001-100,000 100,001 and over Total	Number of Shareholders % Number of Shares % 71,697 21.16 54,561,126 1.32 54,468 16.07 99,308,130 2.41 155,006 45.74 520,118,303 12.61 31,078 9.17 246,521,859 5.98 25,376 7.49 722,395,776 17.52 1,230 0.36 2,481,335,102 60.16 338,855 100.00 4,124,240,296 100.00

The number of IR Holders holding less than a marketable parcel of IRs was 148 holding 13,471 IRs.

Twenty largest shareholders as at 6 September 2007

The following table sets out the Top 20 holders of our shares (when multiple holdings are grouped together):

Shareholders 1 TELSTRA SALE COMPANY LIMITED1 2 FUTURE FUND BOARD OF GUARDIANS1 3 HSBC CUSTODY NOMINEES 4 NATIONAL NOMINEES LIMITED 5 J P MORGAN NOMINEES AUSTRALIA LTD 6 CITICORP NOMINEES PTY LIMITED 7 ANZ NOMINEES LIMITED 8 COGENT NOMINEES PTY LIMITED 9 UBS NOMINEES PTY LTD 10 FLEET NOMINEES PTY LIMITED 11 RBC GLOBAL SERVICES AUSTRALIA 12 AMP LIFE LIMITED 13 TELSTRA ESOP TRUSTEE PTY LTD 14 QUEENSLAND INVESTMENT CORPORATION 15 AUSTRALIAN REWARD INVESTMENT ALLIANCE 17 AUSTRALIAN FOUNDATION INVESTMENT 18 ARGO INVESTMENTS LIMITED 19 ANZ NOMINEES LIMITED 20 GOLDMAN SACHS JB WERE PTY LTD	Number of shares % of issued shares 4,217,740,296 33.90% 2,126,552,392 17.09% 802,166,094 6.45% 761,194,358 6.12% 572,356,463 4.60% 246,547,661 1.98% 218,118,044 1.75% 101,281,438 0.81% 81,459,198 0.65% 61,500,401 0.49% 51,317,685 0.41% 50,060,865 0.40% 47,807,700 0.38% 41,817,834 0.34% 36,660,525 0.29% 32,913,938 0.26% 19,654,800 0.16% 19,538,049 0.16% 19,340,000 0.16%
Total	9,508,027,741 76.41%

Shareholders
1
TELSTRA SALE COMPANY LIMITED1
2
FUTURE FUND BOARD OF GUARDIANS1
3
HSBC CUSTODY NOMINEES
4
NATIONAL NOMINEES LIMITED
5
J P MORGAN NOMINEES AUSTRALIA LTD
6
CITICORP NOMINEES PTY LIMITED
7
ANZ NOMINEES LIMITED
8
COGENT NOMINEES PTY LIMITED
9
UBS NOMINEES PTY LTD
10
FLEET NOMINEES PTY LIMITED
11
RBC GLOBAL SERVICES AUSTRALIA
12
AMP LIFE LIMITED
13
TELSTRA ESOP TRUSTEE PTY LTD
14
QUEENSLAND INVESTMENT CORPORATION
15
AUSTRALIAN REWARD INVESTMENT ALLIANCE
17
AUSTRALIAN FOUNDATION INVESTMENT
18
ARGO INVESTMENTS LIMITED
19
ANZ NOMINEES LIMITED
20
GOLDMAN SACHS JB WERE PTY LTD

Number of shares
% of issued shares
4,217,740,296
33.90%
2,126,552,392
17.09%
802,166,094
6.45%
761,194,358
6.12%
572,356,463
4.60%
246,547,661
1.98%
218,118,044
1.75%
101,281,438
0.81%
81,459,198
0.65%
61,500,401
0.49%
51,317,685
0.41%
50,060,865
0.40%
47,807,700
0.38%
41,817,834
0.34%
36,660,525
0.29%
32,913,938
0.26%
19,654,800
0.16%
19,538,049
0.16%
19,340,000
0.16%

Total

9,508,027,741
76.41%

(1)This number includes both listed and unlisted shares in Telstra

Telstra Corporation Limited and controlled entities

Shareholder Information

Twenty largest IR holders as at 6 September 2007

Twenty largest IR holders as at 6 September 2007	Twenty largest IR holders as at 6 September 2007
The following table sets out the Top 20 IR holders (when multiple holdings are grouped together):
IR holders	Number of IRs % of issued IRs
1 HSBC CUSTODY NOMINEES 2 J P MORGAN NOMINEES AUSTRALIA LTD 3 NATIONAL NOMINEES LIMITED 4 RBC GLOBAL SERVICES AUSTRALIA 5 ANZ NOMINEES LIMITED 6 CITICORP NOMINEES PTY LIMITED 7 ANZ NOMINEES LIMITED 8 COGENT NOMINEES PTY LIMITED 9 UBS NOMINEES PTY LTD 10 UBS WEALTH MANAGEMENT AUSTRALIA 11 QUEENSLAND INVESTMENT CORPORATION 12 AMP LIFE LIMITED 13 NETWORK INVESTMENT HOLDINGS PTY LTD 14 AUSTRALIAN FOUNDATION INVESTMENT 15 AUSTRALIAN REWARD INVESTMENT ALLIANCE 16 EQUITAS NOMINEES PTY LTD <2726560 A/C> 17 SUNCORP CUSTODIAN SERVICES PTY LTD 18 MERRILL LYNCH (AUSTRALIA) 19 ECON (WA) PTY LTD 20 ARGO INVESTMENTS LIMITED Total	500,111,991 12.13% 374,006,942 9.07% 283,700,211 6.88% 214,062,536 5.19% 150,212,344 3.64% 143,746,226 3.49% 117,099,602 2.84% 83,840,230 2.03% 45,271,018 1.10% 29,872,394 0.72% 24,368,177 0.59% 21,789,271 0.53% 17,309,017 0.42% 16,714,169 0.41% 15,952,319 0.39% 14,215,000 0.34% 13,809,629 0.33% 11,948,089 0.29% 11,231,500 0.27% 10,000,000 0.24%
	2,099,260,665 50.90%

Substantial shareholders

As at 6 September 2007, other than the Future Fund and the IR Trustee, we do not have any substantial shareholders and there are no substantial holders of IRs.

Voting Rights

Shareholders (whether residents or non-residents of Australia) may vote at a meeting of shareholders in person, by proxy, attorney, or representative, depending on whether the shareholder is an individual or a company.

Subject to any rights or restrictions attaching to our shares, on a show of hands each shareholder present in person or by proxy, attorney or representative has one vote and on a poll, has one vote for each fully paid share held. Presently, we have only one class of fully paid ordinary shares and these do not have any voting restrictions. If shares are not fully paid, on a poll the number of votes attaching to the shares is pro-rated accordingly.

IR Holders may vote at meetings of shareholders by directing the IR Trustee how to vote the shares underlying their IRs, as set out in the IR Trust Deed between the Commonwealth and the IR Trustee dated 8 October 2006.

Telstra Corporation Limited and controlled entities

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Telstra Corporation Limited and controlled entities

Directors’ Report

Directors’ Report In accordance with a resolution of the Board, the directors present their report on the consolidated entity (Telstra Group) consisting of Telstra Corporation Limited and the entities it controlled at the end of or during the year ended 30 June 2007.

Principal activity

Telstra's principal activity during the financial year was to provide telecommunications and information services for domestic and international customers. There has been no significant change in the nature of this activity during the year.

Strategy

We are Australia’s largest telecommunications and information services company moving rapidly toward being a media communications company. We offer a full range of products and services throughout Australia and various telecommunication services in certain overseas countries.

During fiscal 2006, we announced our new strategic and operational focus to continually move forward as a market leader in the telecommunications industry. This review was a blueprint for improving our long term performance by providing a solid platform to drive future growth and create operational efficiencies.

Our vision is to streamline our processes to provide solutions that are simple and valued by our customers, which we believe will ultimately lead to the creation of long term value for our shareholders. Our strategy involves:

providing customers with integrated telecommunication services;
investing in systems and processes to remove complexity and cost from the business;
continually improving our operating performance in mobiles and broadband, as well as accelerating opportunities in Sensis;
investing in new services and applications to differentiate us from our competitors; and
targeted investing in areas where we can create value for our shareholders.

We are delivering our strategy through the implementation of a one factory approach and market based management. The one factory approach involves bringing together the operations and management of our internal IT systems, removing duplication and complexity in our systems and implementing simpler and efficient processes and systems, which we believe will improve our operational efficiency and cost structure. Market based management involves us obtaining a better understanding of each of our respective customers’ unique segment needs, priorities and expectations. It is based on extensive market research, which we will utilise to ensure our processes and procedures meet our various customer requirements to ultimately provide them with better services.

Transformation

Although the transformation of our Company is at an early stage, current progress is encouraging. We are now nineteen months into our five year transformation. Our key achievements in the past year, as we execute our five year transformation strategy, include that we:

built our national Next G[TM] network in ten months which is the worlds largest and fastest wireless high-speed broadband network. Our Next G[TM] coverage is expected to be the same or better than CDMA in mid October 2007;
upgraded the networks speeds to 14.4 megabits per second (Mbps) nationwide - the worlds fastest wireless broadband network;
extended the Next G[TM] network range up to 200 kilometres (at selected sites);
have two million 3GSM customers with over one million on the Next G[TM] network;
launched national high-speed ADSL with network speeds up to 20Mbps;

Telstra Corporation Limited and controlled entities

Directors’ Report

launched the Telstra Next IP[TM] network which, together with the Next G[TM] network, is the worlds largest fully integrated wireline and wireless national Internet Protocol (IP) network;
delivered important capabilities as part of our IT transformation and have exited 132 IT systems in fiscal 2007; and
now have a more intimate knowledge of our customer needs as a result of market based management.

In April 2007 we launched our Telstra Next IP[TM] network. The Telstra Next IP[TM] network, together with our Next G[TM] network, will create a single integrated platform which is the largest integrated national network in the world. It is a network that is more secure, more reliable, high performing and simpler to access than any other network ever built in Australia. The Telstra Next IP[TM] network will reduce the network complexity and ultimately reduce costs as we migrate customers from all the fixed legacy networks to the new IP core.

Our Fibre to the Node (FTTN) project is on hold. Discussions were terminated with the ACCC in August 2006 due to its unwillingness to accept our cost estimates and provide appropriate investment safeguards. We have since engaged in discussions with the Government, the Opposition and others to explain our FTTN proposal and to achieve regulatory reform, including safeguards for shareholder investments. Our position for investment in the FTTN has not changed in the last 12 months, and until there are appropriate regulatory safeguards, we will not invest in a FTTN broadband network.

We continue to remain on track for achieving a successful transformation of our Company and believe that it will lead to:

a simplified and integrated experience for our customers;
Australia’s leading broadband access and applications content provider;
our Company being the leading wireless network with faster speeds and best in-building coverage;
Telstra having Australia’s largest IP network, providing customers with integrated telecommunications services;
Sensis being Australia’s leading information resource; and
operational and cost efficiencies.

The IT transformation is key to operational and cost efficiencies and we are paying close attention to ensuring execution risks are managed and effective operational controls remain, or are added where appropriate.

Telstra will continue to devote substantial capital to upgrading and simplifying our telecommunications networks to meet customer demand, particularly for the new product and growth areas. We believe we are well positioned to focus on these areas of new customer demand by providing a broad range of innovative products with creative and competitive pricing structures.

Industry dynamics

The Australian telecommunications industry is continually changing. We have seen the number of mobile handsets in the Australian market continue to grow, as well as the use of mobile services. Most households continue to maintain a basic access line, however PSTN products are increasingly being substituted by wireless or broadband products.

Advances in technology continue to transform the telecommunications industry. In recent years, we have seen various new product offerings released to the market, including the provision of high-speed wireless services, 3G mobile services and our Next G[TM] network to accommodate this. As a consequence, we are in the process of migrating customers from the CDMA network to the Next G[TM] network, which we are on track to complete in January 2008.

Telstra Corporation Limited and controlled entities

Directors’ Report

We aim to be at the forefront of providing leading edge telecommunication services to meet the demands of our customers. During fiscal 2007, we completed the roll out of the new Next G[TM] 850 network. In addition to current services already experienced on existing networks, we believe future 3G 850 customers will enjoy many enhanced features, such as improved video calling services and faster broadband access speeds, in addition to better in-building coverage.

The broadband sector is in a significant growth phase as the demand for high speed internet access accelerates. We have recently seen large increases in broadband subscribers and a steady fall in prices as providers compete for market share. We expect the broadband sector to continue its expansion through the provision of new innovative products and we expect to be at the forefront of this market dynamic with our ability to integrate services over our fixed and wireless platforms.

Results of operations

Telstra’s net profit for the year was $3,275 million (2006: $3,183 million). This result was after deducting:

net finance costs of $1,087 million (2006: $933 million); and
income tax expense of $1,417 million (2006: $1,381 million).

Earnings before interest and income tax expense was $5,779 million, representing an increase of $282 million or 5.1% on the prior year’s result of $5,497 million. This increase was due to revenue growth in mobile goods and services and in internet and IP solutions.

The increase in earnings before interest and income tax expense was also attributable to reduced labour costs as a result of lower staff numbers and the utilisation of the redundancy provision raised in fiscal 2006, offset by higher goods and services purchased, particularly subscriber acquisition costs and retention costs supporting revenue growth, and increases in other expenses mainly due to transformational activities.

Review of operations

Financial performance

Our total income (excluding finance income) increased by $898 million or 3.9% to $23,960 million, reflecting a rise in total revenue (excluding finance income) of $975 million or 4.3% offset by a decrease in other income by $77 million or 23.5%.

Total income (excluding finance income) growth was mainly attributable to:

mobile goods and services (including wireless broadband) - $695 million, up 13.9%;
internet revenue (including wireless broadband) - $508 million, up 35.4%;
CSL New World income - $168 million, up 20.2%; and
Sensis income - $147 million, up 8.0%.

Mobile goods and services revenue increased largely due to the continued growth in the number of mobile telephone subscribers, as well as increased demand for 3GSM services and data services particularly on the Next G[TM] network.

The increase in internet revenue was due to the significant growth in the number of subscribers to our Bigpond® broadband product as well as customers demand for new applications and content.

In assessing the performance of the mobiles and broadband products we have changed the presentation from the prior year. As wireless data cards operate on the mobile network and provide a broadband service we have grossed up the mobile and broadband revenues to include the results from the sale of data cards and data packs. In fiscal 2007 wireless broadband revenues were $284 million, up $211 million over fiscal 2006. This revenue is included in both the mobile goods and services revenue and internet and IP solutions revenue. This gross up of wireless broadband revenues is removed from the other sales and services revenue line to ensure there is no double counting.

Telstra Corporation Limited and controlled entities

Directors’ Report

Sensis increased revenue compared with the prior year due to the introduction of new initiatives within print directories, an increase in customer numbers and the purchase of SouFun Holdings Limited (SouFun) in fiscal 2007.

CSL New World revenue increased 20.2% due to fiscal 2007 including a full year of revenue from New World, whereas fiscal 2006 included revenue from the merged group since March 2006.

The PSTN product revenue decline of $309 million or 4.1% continued as customers move towards mobile and broadband products. This reduction is at a significantly lower rate than prior periods. The decline in the second half of the year was only 2.5%.

Total operating expenses (before depreciation and amortisation, finance costs and income tax expense) increased by $600 million or 4.4% compared with the prior year. This growth was mainly attributable to:

goods and services purchased - $450 million up 9.6%; and
other expenses (excluding labour and goods and services purchased) - $497 million up 11.2%.

This was offset by a decrease in labour expense of $347 million, down 8.0%.

Goods and services purchased increased $450 million, up 9.6% due to the following:

cost of goods sold increased mainly due to higher sales volumes for mobile handsets and a higher average cost per handset associated with strong 3G take up;
higher handset subsidies from a rise in the take up of handsets on subsidised plans as well as higher subsidies offered again associated with our marketing campaign for Next G[TM] mobile; and
partially offset by lower network payments as a result of a reduced mobile terminating access rate, and lower payments for international capacity and termination costs due to lower net costs from Reach Ltd, our jointly controlled entity.

Other expenses were higher by $497 million, up 11.2% due to the following:

increased service contracts and other agreements largely due to costs associated with our transformational activities and payments to Brightstar for management of our channel logistics operation centre, which did not exist in fiscal 2006;
higher promotions and advertising costs relating to spending on the launch of the Next G[TM] network, the Telstra Next IP[TM] network as well as more marketing activity of our wireless and other BigPond® broadband products;
the full expenses attributable to the merger of CSL with New World PCS, the consolidation of expenses from SouFun in the current fiscal year, and the acquisition of Adstream in the second half of the prior fiscal year;
increased costs associated with our transformation initiatives, including software development, training and electricity costs and property maintenance costs associated with running multiple networks; and
expenses associated with the impairment of the Trading Post masthead and increased bad and doubtful debtors expense as a result of write offs and increased aged debts associated with the increase in mobiles and broadband customers.

Labour costs decreased $347 million, down 8.0% in fiscal 2007 mainly due to the following:

lower staff levels, and therefore a reduction in salary costs;
a reduction in redundancy costs due to the utilisation of the redundancy provision that was raised in fiscal 2006; and
lower overtime payments partially offset by higher contractor and agency payments.

Telstra Corporation Limited and controlled entities

Directors’ Report

Net finance costs increased by $154 million or 16.5% in fiscal 2007, primarily due to higher levels of debts driven by the cash requirements to fund the capital expenditure associated with our transformation. Our borrowings have also been affected by higher effective interest rates. The net debt gearing level at 53.7% remains within the financial parameters set by the Board.

Income tax expense increased by $36 million or 2.6% to $1,417 million in fiscal 2007 mainly as a result of the higher profit. The effective tax rate in the current year was 30.2% compared with the prior year rate of 30.3%. The effective tax rate is consistent with the Commonwealth statutory marginal income tax corporate rate of 30.0%.

Financial condition

We continued to maintain a strong financial position, as demonstrated by us generating free cash flow of $2,899 million. During fiscal 2007, we continued to develop our core infrastructure network through ongoing operational transformation. In addition, we acquired SouFun for $337 million and paid a total of $3,479 million to shareholders as dividends in fiscal 2007.

As part of our ongoing operational transformation, we have continued to apply the one factory methodology to consolidate and simplify the way we operate at all levels of the business. Previously, we had invested in multiple platforms in our exisiting networks. We intend using economies of scale to ensure rationalisation of the number of operational platforms. We are currently implementing new business support systems and operational support systems to deliver simplificiation of our current processes and new capababilities cost effectively.

We continue to implement market based management to improve our customers experience and bring more value to our customers.

During fiscal 2007, our credit rating outlook remained unchanged. Our credit ratings are as follows:

	Long term	Short term	Outlook
Standard & Poors	A	A1	negative
Moodys	A2	P1	negative
Fitch	A+	F1	negative

We reported a strong free cash flow position and we continue to source cash through ongoing operating activities and through careful capital and cash management.

Our cash flow before financing activities (free cash flow) position remains strong despite declining to $2,899 million in the year from $4,579 million in the prior year. This decline was driven by higher levels of cash used in investing activities as we undertake our network and information technology platform transformation and a decline in operating performance.

Cash used in investing activities was $5,621 million, representing an increase of $1,647 million over the prior year. The increase is mainly attributable to capital expenditure on our transformation activities.

Our cash used in financing activities was $2,757 million, resulting from the payment of the dividend and the refinancing of our maturing debt, offset by net proceeds from borrowings received from a number of our private placements.

Dividends, investor return and other key ratios

Our basic earnings per share increased to 26.3 cents per share in fiscal 2007 from 25.7 cents per share in the prior year. The increase was due to higher profit in fiscal 2007.

The directors have declared a final fully franked dividend of 14 cents per ordinary share ($1,740 million), bringing declared dividends per share for fiscal 2007 to 28 cents per share. The dividends will be franked at a tax rate of 30%. The record date for the final dividend will be 24 August 2007 with payment being made on 21 September 2007. Shares will trade excluding entitlement to the dividend on 20 August 2007.

Telstra Corporation Limited and controlled entities

Directors’ Report

The prior year declared dividends amounted to 34 cents per share. The dividends paid in fiscal 2007 were 28 cents per share compared with dividends paid in fiscal 2006 of 40 cents per share (which included two six cent special dividends).

On 4 July 2007, Telstra Corporation Limited announced the commencement of a dividend reinvestment plan (“DRP”). The election date for participation in the DRP is 24 August 2007.

During fiscal 2007, the following dividends were paid:

Dividend	Date declared	Date paid	Dividend per share	Total dividend
Final dividend for the year ended 30 June 2006	10 August 2006	22 September 2006	14 cents franked to 100%	$1,739 million
Interim dividend for the year ended 30 June 2007	15 February 2007	30 March 2007	14 cents franked to 100%	$1,740 million

At present, it is expected that, for fiscal 2008, we will be able to declare fully franked dividends. However, the directors can give no assurance as to the future level of dividends, or of the franking of these dividends. This is because our ability to frank dividends depends upon, among other factors, our earnings, Government legislation and our tax position.

No decision with respect to the payment or funding of future ordinary dividends has been made. The Board will make these decisions in the normal cycle having regard to, among other factors, the Company’s earnings and cash flow requirements, as well as regulatory decision impacts.

Other relevant measures of return include the following:

Return on average assets - 2007: 15.9% (2006: 15.7%)
Return on average equity - 2007: 26.3% (2006: 24.3%)

The return on both average assets and average equity were higher in fiscal 2007 primarily due to the increased profit as previously discussed.

Significant changes in the state of affairs

There were no significant changes in the state of affairs of our Company during the financial year ended 30 June 2007

Sale of the Commonwealth’s remaining interest in Telstra

The Commonwealth proceeded with the sale of its 51.8% ownership interest in Telstra in the year ended 30 June 2007 where it sold 34.2% of its ownership interest through a public sale. The Commonwealth's remaining 17.6% interest in Telstra was transferred to the Commonwealth Future Fund in February 2007.

Listing on foreign stock exchanges

In June 2007, we delisted from the New York Stock Exchange and we are currently in the process of deregistering from the Securities Exchange Commission in the United States of America. We expect to be deregistered by early September 2007. As a consequence we have not prepared any USGAAP information in this years financial statements.

Likely developments and prospects

The directors believe, on reasonable grounds, that Telstra would be likely to be unreasonably prejudiced if the directors were to provide more information than there is in this report or the financial report about:

the likely developments and future prospects of Telstra’s operations; or
the expected results of those operations in the future.

Telstra Corporation Limited and controlled entities

Directors’ Report

Events occurring after the end of the financial year

The directors are not aware of any matter or circumstance that has arisen since the end of the financial year that, in their opinion, has significantly affected or may significantly affect in future years Telstra’s operations, the results of those operations or the state of Telstra’s affairs, other than:

In November 2002, Seven Network Limited and C7 Pty Limited ('Seven') commenced litigation against Telstra and various other parties ('the respondents') in relation to the contracts and arrangements between us and some of those other parties relating to the right to broadcast Australian Football League and National Rugby League, the contract between FOXTEL and us for the provision of HFC cable services (the Broadband Co-operation Agreement) and other matters.

On 27 July 2007 the Federal Court dismissed Seven's case on all grounds. Final orders will be made, after the parties make submissions on costs. The decision could be subject to appeal by Seven.

Details of directors and executives

Changes to the directors of Telstra Corporation Limited during the financial year and up to the date of this report were:

Geoffrey Cousins was elected as a director on 14 November 2006.

Information about directors and senior executives is provided as follows and forms part of this report:

names of directors and details of their qualifications, experience, special responsibilities and directorships of other listed companies are given on pages 79 to 83;
number of Board and Committee meetings and attendance by directors at these meetings is provided on page 84;
details of director and senior executive shareholdings in Telstra are shown on pages 84 to 85; and
details of director and senior executive remuneration is detailed in the remuneration report on pages 87 to 112.

Company Secretary

The qualifications and experience of our Company Secretary are provided on page 83 and forms part of this report.

Directors’ and officers’ indemnity

Constitution

Our constitution provides for us to indemnify each officer to the maximum extent permitted by law for any liability incurred as an officer. It also provides for us to indemnify each officer, to the maximum extent permitted by law, for legal costs and expenses incurred in defending civil or criminal proceedings.

If one of our officers or employees is asked by us to be a director or alternate director of a company which is not related to us, our constitution provides for us to indemnify the officer or employee out of our property for any liability he or she incurs. This indemnity only applies if the liability was incurred in the officer’s or employee’s capacity as an officer of that other company. It is also subject to any corporate policy made by our CEO. Our constitution also allows us to indemnify employees and outside officers in some circumstances. The terms "officer", "employee" and "outside officer" are defined in our constitution.

Deeds of indemnity in favour of directors, officers and employees

Telstra has also executed deeds of indemnity in favour of:

directors of the Telstra Entity (including past directors);
secretaries and executive officers of the Telstra Entity (other than Telstra Entity directors) and directors, secretaries and executive officers of our wholly owned subsidiaries;

Telstra Corporation Limited and controlled entities

Directors’ Report

directors, secretaries and executive officers of a related body corporate of the Telstra Entity (other than a wholly owned subsidiary) while the director, secretary or executive officer was also an employee of the Telstra Entity or a director or employee of a wholly owned subsidiary of the Telstra Entity (other than Telstra Entity directors); and
employees of Telstra appointed to the boards of other companies as our nominees.

Each of these deeds provides an indemnity on substantially the same terms as the indemnity provided in the constitution in favour of officers. The indemnity in favour of directors also gives directors a right of access to Board papers and requires Telstra to maintain insurance cover for the directors.

Additionally, Telstra has executed an indemnity in favour of employees (including executive officers other than directors) in respect of certain liabilities incurred in the formulation, entering into or carrying out, of a Telstra Sale Scheme (as defined in the Telstra Corporation Act 1991 (Cwth)). The indemnity is subject to an exclusion for liabilities arising out of conduct involving a lack of good faith.

In April 2006, the Commonwealth Government also executed a Deed of Indemnity in favour of the directors of Telstra to cover liabilities incurred by those directors in connection with a Telstra Sale Scheme. This indemnity is subject to certain limited exclusions described in the Deed. The Commonwealth also executed a similar indemnity in favour of “Telstra Executives” (as defined in the Deed).

Directors’ and officers’ insurance

Telstra maintains a directors' and officers' insurance policy that, subject to some exceptions, provides worldwide insurance cover to past, present or future directors, secretaries or executive officers of the Telstra Entity and its subsidiaries. Telstra has paid the premium for the policy. The directors' and officers' insurance policy prohibits disclosure of the premium payable under the policy and the nature of the liabilities insured.

Environmental regulation and performance

Telstra’s operations are subject to some significant environmental regulation under Commonwealth, State and Territory law, particularly with regard to:

the impact of the rollout of telecommunications infrastructure;
energy and water efficiency;
packaging of products;
site contamination; and
waste management.

Telstra has established procedures to monitor and manage compliance with existing environmental regulations and new regulations as they come into force.

The directors are not aware of any significant breaches of environmental regulation during the financial year.

Auditor

During fiscal 2007, the Auditor-General of Australia resigned as Telstra’s external auditor following the completion of the Government sale of its remaining shareholding in us. Ernst & Young have been appointed as Telstra’s external auditor, having acted as agent for the Auditor-General to assist in performing independent external audit duties since fiscal 2000. The directors have appointed Ernst & Young for the fiscal 2008 and 2009 years, subject to shareholder approval at the Annual General Meeting in November 2007.

Non-audit services

During fiscal 2007, our auditor Ernst & Young has been employed on assignments additional to their statutory audit duties.

Telstra Corporation Limited and controlled entities

Directors’ Report

Details of the amounts paid or payable to Ernst & Young for audit and non-audit services provided during the year are located in note 8 to the financial statements.

The directors are satisfied that the provision of non-audit services during fiscal 2007 is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001, and the nature and scope of each type of non-audit service provided did not compromise the auditor independence requirements of the Act for the following reasons:

all recurring audit engagements are approved by the Audit Committee each year through the Audit Committee’s approval of the annual audit plan;
additional audit and non-audit services are pre-approved by the Audit Committee provided they fall within a defined list of services specified by the Audit Committee. Those additional audit and non-audit services that are not listed have to be specifically approved by the Audit Committee prior to the commencement of any engagement. In addition, all non-audit services with a value over $100,000 must be separately approved by the Audit Committee, even if the service is listed as a pre-approved service;
fees earned from non-audit work undertaken by Ernst & Young are capped at 1.0 times the total audit fee;
the provision of non-audit services by Ernst & Young is monitored by the Audit Committee via bi-annual reports to the Audit Committee. In addition, where engagements involve services from the defined list of services, these are reported to the Audit Committee at the following meeting; and
the Audit Committee submits annually to the Board a formal written report detailing the nature and amount of any non-audit services rendered by Ernst & Young during the most recent fiscal year and an explanation of why the provision of these non-audit services is compatible with auditor independence. If applicable, the Audit Committee recommends that the Board take appropriate action in response to the Audit Committee’s report to satisfy itself of Ernst & Young’s independence.

Ernst & Young are specifically prohibited from performing any of the following services:

bookkeeping services and other services related to preparing our accounting records of financial statements;
financial information system design and implementation services;
appraisal or valuation services, fairness opinions, or contribution in kind reports;
actuarial services;
internal audit services;
management function or human resources;
temporary staff assignments;
broker or dealer, investment adviser, or investment banking services;
taxation advice of a strategic or tax planning nature; and
legal services or expert services unrelated to the audit.

A copy of the auditors’ independence declaration is set out on page 86 and forms part of this report.

Telstra Corporation Limited and controlled entities

Directors’ Report

Rounding of amounts

The Telstra Entity is a company of the kind referred to in the Australian Securities and Investments Commission class order 98/100, dated 10 July 1998 and issued pursuant to section 341(1) of the Corporations Act 2001. As a result, amounts in this report and the accompanying financial report have been rounded to the nearest million dollars, except where otherwise indicated.

This report is made in accordance with a resolution of the directors.

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Donald G McGauchie Chairman 9 August 2007

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Solomon D Trujillo Chief Executive Officer 9 August 2007

Telstra Corporation Limited and controlled entities

Directors’ Report

Directors’ profiles

As at 9 August 2007, our directors were as follows:

Name	Age	Position	Year of initial appointment	Year last re-elected (1)
Donald G McGauchie . . . . . . . . .	57	Chairman	1998	2005
Solomon D Trujillo . . . . . . . . . .	55	CEO and Executive Director	2005	-
Geoffrey Cousins . . . . . . . . . . .	64	Director	2006	-
Belinda J Hutchinson . . . . . . . . .	54	Director	2001	2004
Catherine B Livingstone . . . . . . .	51	Director	2000	2005
Charles Macek . . . . . . . . . . . . .	60	Director	2001	2006
John W Stocker . . . . . . . . . . . .	62	Director	1996	2006
Peter J Willcox . . . . . . . . . . . . .	61	Director	2006	2006
John D Zeglis . . . . . . . . . . . . . .	60	Director	2006	2006

(1) Other than the CEO, one third of directors are subject to re-election by rotation each year.

A brief biography for each of the directors as at 9 August 2007 is presented below:

Donald G McGauchie AO

Age 57

Mr McGauchie joined Telstra as a non-executive director in September 1998 and was appointed as chairman in July 2004. He is chairman of the Nomination Committee and is a member of the Remuneration Committee.

Experience:

Mr McGauchie has wide commercial experience within the food processing, commodity trading, finance and telecommunication sectors. He also has extensive public policy experience, having previously held several high-level advisory positions to the government including the Prime Minister’s Supermarket to Asia Council, the Foreign Affairs Council and the Trade Policy Advisory Council.

Directorships of other listed companies - current:

Director, James Hardie Industries NV (2003- ) and Nufarm Limited (2003- ).

Directorships of listed companies - past three years:

Deputy Chairman, Ridley Corporation Limited (1998-2004) and Director, National Foods Limited (2000-2005).

Other:

Current: Director, Reserve Bank of Australia; Partner, C&E McGauchie - Terrick West Estate.

Former: President of the National Farmers Federation (1994-1998); Chairman, Rural Finance Corporation (2003-2004); Director, Graincorp Limited (1999-2003).

Awarded the Centenary Medal for service to Australian society through agriculture and business in 2003. Appointed an officer in the general division of the Order of Australia in 2004.

Solomon D Trujillo – BSc, BBus, MBA, Hon Doctor of Law Degrees

(University of Wyoming, University of Colorado)

Age 55

Mr Trujillo joined Telstra as Chief Executive Officer in July 2005.

Telstra Corporation Limited and controlled entities

Directors’ Report

Experience:

Mr Trujillo has spent his career in the communications sector where he managed fixed line, wireless, broadband and directory businesses and served as a leader in the shift to market-based management. He most recently served as CEO of Orange SA, one of Europe’s leading wireless companies. Mr Trujillo was chairman and CEO of US West until he retired in July 2000 after the company’s merger with Qwest Communications.

Directorships of other listed companies - current:

Target Corporation (1994- ).

Directorships of listed companies - past three years:

Director, Electronic Data Systems Corporation (EDS) (2005-2005), PepsiCo Inc. (2000-2005), Orange SA (2001-2005) and Gannett Co Inc (2002-2006).

Other:

Current: Member, World Economic Forum (2005- ) and UCLA’s School of Public Affairs (2000- ); Trustee, Boston College; Director, Tomas Rivera Policy Institute (1991- ).

Recipient, the Ronald H. Brown Corporate Bridge Builder Award in 1999 from President Clinton for his lifetime commitment as an advocate of workplace diversity.

Geoffrey Cousins

Age 64

Mr Cousins joined Telstra as a non-executive director on 14 November 2006.

Experience:

Mr Cousins has more than 26 years experience as a company director. Mr Cousins was previously the Chairman of George Patterson Australia and is a former Director of Publishing and Broadcasting Limited, the Seven Network, Hoyts Cinemas group and NM Rothschild & Sons Limited. He was the first Chief Executive of Optus Vision and before that held a number of executive positions at George Patterson, including Chief Executive of George Patterson Australia.

Directorships of other listed companies – current:

Insurance Australia Group Limited (2000- ).

Directorships of listed companies - past three years:

Globe International Limited (2001-2003).

Other:

Mr Cousins was previously a consultant to the Prime Minister.

Belinda J Hutchinson –AM, BEc, FCA

Age 54

Ms Hutchinson joined Telstra as a non-executive director in November 2001. She has been a member of the Audit Committee since February 2005.

Experience:

Ms Hutchinson has had a long association with the banking industry and has been associated with Macquarie Bank since 1993 where she was an executive director. She was previously a vice president of Citibank Ltd.

Telstra Corporation Limited and controlled entities

Directors’ Report

Directorships of other listed companies - current:

Director, QBE Insurance Group Limited (1997- ) and Coles Group Limited (2005- ).

Directorships of listed companies - past three years:

Director, TAB Limited (1997-2004) and Crane Group Limited (1997-2004).

Other:

Current: Director, St Vincent's and Mater Health Sydney Limited (2001- ); and Consultant, Macquarie Bank Limited (1997- ).

Former: Director, Energy Australia Limited (1997- 2005); President, Library Council of New South Wales (2005- 2006) (member since 1997).

Catherine B Livingstone – BA (Hons), FCA, FTSE

Age 51

Ms Livingstone joined Telstra as non-executive director in November 2000. She is a member of the Audit Committee and the Technology Committee.

Experience:

Ms Livingstone has a degree in accounting and has held several finance and general management roles predominantly in the medical devices sector. Ms Livingstone was the chief executive of Cochlear Limited (1994-2000).

Directorships of other listed companies - current:

Director, Macquarie Bank Limited (2003- ) and WorleyParsons Ltd (2007- ).

Directorships of listed companies - past three years:

Nil

Other:

Current: Director, Macquarie Graduate School of Management Pty Ltd (2007- ); Member, Business/Industry/ Higher Education Collaboration Committee (BIHECC).

Former: Director, Goodman Fielder Ltd (2000–2003) and Rural Press Limited (2000–2003); Chairman and Director Australian Business Foundation (2000–2005);

Director, Sydney Institute (1998–2005), Chairman, CSIRO (2001-2006);

Former Member, Department of Accounting and Finance Advisory Board Macquarie University.

Charles Macek BEc, MAdmin, FAICD, FCPA, FAIM, SF Fin, FCA

Age 60

Mr Macek joined Telstra as a non-executive director in November 2001. He is a member of the Audit Committee and Nomination Committee and is chairman of the Remuneration Committee.

Experience:

Mr Macek has a strong background in economics and has had a long association with the finance and investment industry. His former roles include 16 years as founding managing director and chief investment officer and subsequently chairman of County Investment Management Ltd.

Directorships of other listed companies - current:

Director, Wesfarmers Ltd (2001- ) and Living Cell Technologies Limited (2006- ).

Telstra Corporation Limited and controlled entities

Directors’ Report

Directorships of listed companies - past three years:

Nil

Other:

Current: Chairman, Sustainable Investment Research Institute Pty Ltd (2002- ), Financial Reporting Council (FRC) (2003- ); Director, Racing Information Services Australia Pty Ltd (2007- ), Orchard Funds Pty Ltd (2007-); Member, New Zealand Accounting Standards Review Board and Investment Committee of Unisuper Ltd.

Former: Chairman, Centre for Eye Research Australia Ltd (1996-2003); Chairman and Director, IOOF Holdings Ltd (2002-2003); Director, Famoice Technology Pty Ltd (2001-2004), Vertex Capital Pty Ltd (2004-2006) and Williamson Community Leadership Program Limited (2004– 2007); Victorian Councillor, Australian Institute of Company Directors.

John W Stocker - AO, MB, BSc, BMedSc, PhD, FRACP, FTSE

Age 62

Dr Stocker joined Telstra as a non-executive director in October 1996. He is chairman of the Audit Committee and Technology Committee.

Experience:

Dr Stocker has had a distinguished career in pharmaceutical research and extensive experience in management of research and development, and its commercialisation including in his roles as chief executive of CSIRO (1990 – 1995) and subsequently as chief scientist for the Commonwealth of Australia (1996-1999).

Directorships of other listed companies - current:

Chairman, Sigma Pharmaceuticals Ltd (2005- ); Director, Circadian Technologies Ltd (1996- ) and Nufarm Limited (1998- ).

Directorships of listed companies - past three years:

Chairman, Sigma Company Ltd (1998-2005); Director, Cambridge Antibody Technology Group plc (1995-2006).

Other:

Current: Principal, Foursight Associates Pty Ltd; Chairman, CSIRO (2007- ).

Former: Chairman, Grape and Wine Research and Development Corporation (1997-2004).

Peter J Willcox MA, FAICD

Age 61

Mr Willcox joined Telstra as a non-executive director in May 2006. He is a member of the Nomination Committee and the Remuneration Committee.

Mr Willcox holds a degree in physics from Cambridge University and following a 28 year career in the international petroleum industry was appointed as CEO of BHP Petroleum Limited, from 1986 to 1994. He has wide and diverse experience as a director and chairman of Australian and American listed companies.

Directorships of other listed companies - current:

Nil

Directorships of listed companies – past three years:

Chairman, AMP Limited (2002-2005), Mayne Group Ltd (2002-2005) and Mayne Pharma (2005-2007).

Telstra Corporation Limited and controlled entities

Directors’ Report

Other:

Former: Chairman and Director, CSIRO (2006-2007); Director, F.H.Faulding & Co Ltd (1996-2000); Energy Developments Ltd (1994-2002), Lend Lease Corporation (1994-2000), Schroders (Australia) Ltd (1994-1999), North Ltd (1994-2000), James Hardie Industries Ltd (1992-2001), BHP Ltd (1988-1994), Woodside Petroleum (1986-1993).

John D Zeglis BSc Finance, JD Law

Age 60

Mr Zeglis joined Telstra as a non-executive director in May 2006. He is a member of the Technology Committee.

Mr Zeglis has a legal background, and became partner with the law firm Sidley & Austin in 1978. His qualifications include a BSc in finance from the University of Illinois, and a JD in law from Harvard.

Mr Zeglis has had a long and distinguished career in the US telecommunications sector. He joined AT&T in 1984, and was elected as president of AT&T in 1998 and chairman and CEO of the AT&T Wireless Group in 1999. He continued as CEO of AT&T Wireless until retiring in November 2004 following the company’s sale to Cingular Wireless.

Directorships of other listed companies - current:

Director, Helmerich & Payne Corporation (1989- ).

Directorships of listed companies – past three years:

Director, Georgia Pacific Corporation (2001-2005).

Other:

Current: Director, AMX Corporation; (2005- ) and State Farm Automobile Insurance (2004- ).

Former: Director, Sara Lee Corporation (1998-2000) and Illinois Power Company (1992-1996). Qualifications and experience of our company secretary

Douglas C Gration - FCIS, BSc, LLB (Hons), GDip AppFin

Age 41

Mr Gration was appointed company secretary of Telstra Corporation Limited in August 2001.

Before joining Telstra, Mr Gration was a partner in a leading national law firm. He specialised in corporate finance and securities law, mergers and acquisitions and joint ventures and other commercial contracts, and played a key role in the T1 and T2 privatisations. Mr Gration also advised on telecommunication regulatory matters. Other roles previously held in Telstra include deputy group general counsel and Infrastructure Services and Wholesale general counsel.

Telstra Corporation Limited and controlled entities

Directors’ Report

Directors’ meetings

Each director attended the following Board and committee meetings during the year as a member of the Board or relevant committee:

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||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
|Board|Committees|[ (2)]|
|Audit|Nominations|Remuneration|Technology|
|a|b|a|b|a|b|a|b|a|b|
|D G McGauchie. . . . . . . . . .|16|16|-|-|3|3|11|11|-|-|
|S D Trujillo . . . . . . . . . . . .|16|16|-|-|-|-|-|-|-|-|
|G Cousins|[(1)]|. . . . . . . . . . .|7|7|-|-|-|-|-|-|-|-|
|B J Hutchinson . . . . . . . . .|16|16|6|6|-|-|-|-|-|-|
|C B Livingstone . . . . . . . . .|16|16|6|5|-|-|-|-|2|2|
|C Macek . . . . . . . . . . . . .|16|16|6|6|3|3|11|11|-|-|
|J W Stocker . . . . . . . . . . . .|16|16|6|6|-|-|-|-|2|2|
|P J Willcox|[ (3)]|. . . . . . . . . . .|16|16|-|-|2|2|10|9|-|-|
|J D Zeglis|[(4)]|. . . . . . . . . . . .|16|16|-|-|-|-|-|-|2|2|

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Column a: number of meetings held while a member. Column b: number of meetings attended.

(1) Appointed to the Board on 14 November 2006.

(2) Committee meetings are open to all directors to attend in an ex officio capacity.

(3) Appointed to both Nomination Committee and Remuneration Committee on 9 August 2006.

(4) Appointed to Technology Committee on 9 August 2006.

Director and senior executive shareholdings in Telstra

As at 9 August 2007:

Directors

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||||||
|---|---|---|---|---|
|Number of shares held|
|Direct|Indirect|
|interest|interest|[(1)]|Total|[(2)]|
|Donald G McGauchie. . . . . . . . . . . . . . . . . . . . .|32,173|80,159|112,332|
|-|
|Solomon D Trujillo . . . . . . . . . . . . . . . . . . . . . .|250,000|250,000|
|-|
|Geoffrey Cousins . . . . . . . . . . . . . . . . . . . . . . .|1,747|1,747|
|Belinda J Hutchinson . . . . . . . . . . . . . . . . . . . .|40,576|197,857|238,433|
|Catherine B Livingstone . . . . . . . . . . . . . . . . . . .|13,744|50,349|64,093|
|Charles Macek. . . . . . . . . . . . . . . . . . . . . . . . .|1,554|106,728|108,282|
|John W Stocker . . . . . . . . . . . . . . . . . . . . . . . .|6,178|125,971|132,149|
|Peter J Willcox . . . . . . . . . . . . . . . . . . . . . . . . .|-|48,023|48,023|
|John D Zeglis. . . . . . . . . . . . . . . . . . . . . . . . . .|16,500|5,355|21,855|

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(1) Shares in which the director does not have a relevant interest, including shares held by the director related entities, are excluded from indirect interest.

(2) Some of the directors’ holdings were instalment receipts purchased in the Telstra 3 Commonwealth share offering. Instalment receipts give rights to beneficial ownership of an ordinary share once the final instalment is paid. The final instalment is due by 29 May 2008.

Telstra Corporation Limited and controlled entities

Directors’ Report

Senior executives

or executives
		Number of shares held
	Direct	Indirect
	interest	interest(1)	Total(2)
Bruce Akhurst . . . . . . . . . . . . . . . . . . . . . . . .	4,880	-	4,880
Kate McKenzie . . . . . . . . . . . . . . . . . . . . . . . .	-	-	-
David Moffatt . . . . . . . . . . . . . . . . . . . . . . . .	364,722	-	364,722
Deena Shiff . . . . . . . . . . . . . . . . . . . . . . . . . .	5,680	-	5,680
John Stanhope. . . . . . . . . . . . . . . . . . . . . . . .	121,674	-	121,674
David Thodey . . . . . . . . . . . . . . . . . . . . . . . .	178,479	-	178,479
Gregory Winn . . . . . . . . . . . . . . . . . . . . . . . .	-	-	-

(1) Shares in which the senior executive does not have a relevant interest, including shares held by related entities of the executive, are excluded from indirect interest.

(2) Some of the senior executives’ holdings were instalment receipts purchased in the Telstra 3 Commonwealth share offering. Instalment receipts give rights to beneficial ownership of an ordinary share once the final instalment is paid. The final instalment is due by 29 May 2008.

Telstra Corporation Limited and controlled entities

Directors’ Report

Auditor’s Independence Declaration to the Directors of Telstra Corporation Limited

In relation to our audit of the financial report of Telstra Corporation Limited for the financial year ended 30 June 2007, to the best of my knowledge and belief, there have been no contraventions of the auditor independence requirements of the Corporations Act 2001 or any applicable code of professional conduct.

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Ernst & Young

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Mirco Bardella Partner 9 August 2007 Melbourne, Australia

Telstra Corporation Limited and controlled entities

Remuneration Report

The Directors of Telstra Corporation Limited present the Remuneration Report prepared in accordance with section 300A of the Corporations Act for the Company and the consolidated entity for the year ended 30 June 2007. This Report forms part of the Report of the Directors.

This Remuneration Report contains certain disclosures as required by Accounting Standard AASB 124 “Related Party Disclosures” as permitted by Corporations Regulation 2M.6.04.

Remuneration Snapshot

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Chief Executive Officer and other key management personnel
Solomon Trujillo Chief Executive Officer (CEO)
Bruce Akhurst Chief Executive Officer, Sensis
Kate McKenzie Group Managing Director, Telstra Wholesale
David Moffatt Group Managing Director, Telstra Consumer & Marketing
Deena Shiff Group Managing Director, Telstra Business
John Stanhope CFO and Group Managing Director, Finance & Administration
David Thodey Group Managing Director, Telstra Business & Government
Gregory Winn Chief Operations Officer (COO)
ISSUE SUMMARY DISCUSSION
IN REPORT
Designed to attract and retain key talent in an increasingly globalised market,
Remuneration whilst at the same time aligning the interests of senior executives with those of
Page 89
strategy shareholders. For fiscal 2007, the remuneration is closely linked to the broader
business transformation strategy.
A significant proportion of senior executive remuneration is “at risk” based on
achievement of challenging performance hurdles linked to the achievement of
Remuneration
transformation objectives and creation of shareholder value. The “at risk” Page 89 - 90
structure
component of remuneration has increased as a proportion of total remuneration
for fiscal 2007.
Fixed Set based on the scope of the role and the knowledge, skills and experience of the
Page 90
remuneration relevant senior executive, having regard to market comparisons.
Offers reward based on achievement of annual performance targets linked to the
Short term transformation strategy. For fiscal 2007, senior executives, excluding the CEO and
Page 91 - 92
incentive COO, will receive 25% of their actual STI payment in the form of Telstra Incentive
Shares.
Offers reward where executives deliver sustained shareholder growth and reach key
transformation milestones over a longer term. For fiscal 2007, the LTI comprised a
Long term
grant of options, divided into 3 tranches that will be tested over a 2-4 year Page 92 - 95
incentive
performance period. No Options will be exercisable unless a 4 year TSR “gateway”
is achieved.
Set based on the same strategy and structure as for other senior executives, but
CEO and COO
with some differences to reflect the unique and important role of the CEO and COO Page 95 - 98
remuneration
in delivering the transformation strategy.
The key objective of the transformation strategy is to lay the foundations for
Linking
sustained increases in earnings and shareholder wealth. Senior executive
remuneration and Page 98 - 101
remuneration is structured to drive the achievement of the transformation
performance
objectives, with the underlying goal of improving company performance.
This was introduced during fiscal 2007 and requires senior executives to acquire and
Executive Share retain, over time, a minimum holding of Telstra shares to ensure that senior
Page 90
Ownership Policy executives have a direct personal financial stake in the company’s performance
and that executives’ interests are aligned with those of shareholders.
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Telstra Corporation Limited and controlled entities

Remuneration Report

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NON-EXECUTIVE DIRECTORS
Donald G McGauchie John W Stocker
Belinda J Hutchinson Peter Willcox
Catherine Livingstone John Zeglis
Charles Macek Geoffrey Cousins (commenced as a director on 14 November 2006)
ISSUE SUMMARY DISCUSSION
IN REPORT
Fees are not linked to the performance of the Company in order to maintain
Remuneration independence and impartiality. Directors are required to reinvest a minimum of 20%
Page 108
strategy of their gross fees in acquiring shares at the prevailing market price, to align their
interests with those of shareholders.
Board and committee fees, as well as statutory superannuation, remain within the
Remuneration
aggregate fee pool of $2 million approved by shareholders. Total remuneration is Page 109 - 110
structure
divided into three key components: cash, Directshares and superannuation.
In 2007, those non-executive directors who remained entitled to retirement
Retirement benefits agreed to terminate their existing retirement benefit arrangements. An
Page 110
benefits amount equal to their accrued retirement benefit was credited to their member
accounts with the Telstra Superannuation Scheme.
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For the purposes of this Report the Board has determined that, in addition to the Non-executive directors listed above, the key management personnel (being those persons with authority and responsibility for planning, directing and controlling the activities of the Group) of the Group comprise the Chief Executive Officer and the 7 group executives named above.

The first half of the Remuneration Report will focus on detailing and explaining the underlying principles and strategies for setting and determining our reward strategies and ensuring they align with our blueprint for the future and with our shareholders’ interests. The second half of the Remuneration Report will focus on providing the relevant details necessary to meet our statutory reporting obligations. In addition, we have included relevant information that was previously included in the Financial Notes.

A. GUIDING PRINCIPLES FOR REMUNERATION

Telstra’s remuneration structure supports business strategy delivery by aligning reward to the achievement of strategic objectives while considering the needs of all stakeholders.

Telstra competes in an increasingly competitive global market for executive talent. Accordingly, it is crucial that we proactively manage our senior executive and director remuneration to ensure it successfully attracts, motivates and retains the highest quality individuals required to deliver Telstra’s business transformation strategy.

The Remuneration Committee is guided by the following principles when formulating and making recommendations to the Board regarding remuneration strategy and structure.

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Senior executive remuneration should: Non-executive director remuneration should:
• reflect the size and scope of the role and be market • be distinguished from executive remuneration
competitive in order to attract and retain talent • be fee based, not performance based
• be competitive in domestic and global markets • be partly remunerated in the form of equity in order to
• motivate executives to deliver short and long term align directors’ interests with returns to shareholders
business objectives
• be aligned with shareholder value creation
• be differentiated based on individual performance
• reinforce executive accountability for achieving
performance targets
• ensure executive performance is measured against
defined objectives and rewarded accordingly
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Remuneration Report

B. APPROACH TO SENIOR EXECUTIVE REMUNERATION

1. Remuneration strategy

Our remuneration strategy for our senior executives is designed to attract and retain key talent in an increasingly globalised market. The remuneration strategy includes performance measures that are aligned to the key elements of Telstra’s transformation strategy.

The remuneration strategy for the CEO, COO and senior executive team has been positioned to drive the delivery of the transformation milestones that have been outlined in Telstra’s business strategy. From fiscal 2006 through to fiscal 2010, the remuneration strategy will be based on performance measures that are strongly aligned to achieving those transformation outcomes as well as other traditional business measures. In fiscal 2006 and fiscal 2007 the performance measures were heavily weighted towards driving transformation. This weighting will shift over future fiscal years to return to a more traditional position of using:

operational measures for the STI; and
growth and return measures for the LTI.

2. Remuneration structure

The remuneration structure ensures that rewards are linked to strategic outcomes.

For fiscal 2007, the remuneration structure for the senior executives comprised the following components:

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Component At-risk? Description
Fixed remuneration No Fixed remuneration is made up of:
• base salary including salary sacrifice benefits and
applicable fringe benefits tax; and
• superannuation.
Short term incentive Yes The STI for fiscal 2007 is an annual “at risk” component of
remuneration for the senior executives and is delivered in cash
and Incentive Shares, except for the COO where all is delivered
as cash (see section 8). The objective of the STI plan is to reward
executives where they meet annual business objectives and
their own individual performance targets.
Long term incentive Yes The LTI for fiscal 2007 is a grant of Options which are subject to
performance measures tested over a 2-4 year period. The
objective of the LTI plan is to reward executives for delivering
sustained growth in shareholder value and achieving key
transformation milestones.
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To strengthen the link between senior executive remuneration and company performance, the Board has determined that a significant proportion of the total remuneration for the senior executives should be “at risk” representing components that are awarded based on performance. If the minimum performance level is not achieved, no STI or LTI will be awarded and the executive receives 100% of fixed remuneration and 0% of their “at risk” remuneration. This means senior executives will only earn significant rewards if predetermined company measures and targets are achieved.

The remuneration mix for fiscal 2007 has incorporated a greater proportion of “at-risk” remuneration in order to meet Telstra’s transformation priorities.

Figure 1 shows a comparison of the fiscal 2006 and fiscal 2007 remuneration mix based on the maximum level of reward for the senior executives.

Telstra Corporation Limited and controlled entities

Remuneration Report

Figure 1: Senior executives’ remuneration mix

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The value of LTI granted.
Performance targets must be met
before any of this value vests to
executives over 4 years.
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Fixed Remuneration Maximum STI Maximum LTI
100% The m aximum amount
[20%-24%] 22% that could be payable
should all STI targets
80% be me t.
64%
70%-73%
60% 38%-47% 41%
40%
15%-19% 22%
20% 33%-38% 37%
12% 14%
0%
Senior Executives Senior Executives CFO (fiscal 2006) CFO (fiscal 2007)
(fiscal 2006) (fiscal 2007)
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The discussion below sets out further details of each component of senior executive remuneration and explains how the performance targets for the STI and LTI have been tailored to reinforce the links between achievement of the transformation goals and rewards to senior executives.

3. Executive Share Ownership Policy

Executives will be required to maintain a direct stake in Telstra so that their interests are aligned with those of shareholders

Telstra believes that where senior executives have a substantial holding of Telstra shares this creates a strong alignment between executive reward, company success and returns to shareholders. With this in mind, Telstra has introduced an Executive Share Ownership Policy to ensure that the market performance of the company will have a direct economic impact on the individual executive.

The minimum holding for the senior executives who constitute the Key Management Personnel (KMP’s), excluding the Chief Executive Officer and Chief Operations Officer, is that they must acquire and retain a minimum number of shares equivalent to 100% of their Fixed Remuneration. This is to be achieved over a 5 year period commencing from 1 July 2007.

4. Fixed remuneration

Fixed remuneration is in line with similar roles in the applicable market.

Fixed remuneration for the CEO, COO and other senior executives is influenced by the scope of the role and the knowledge, skills and experience required of the position holder. To ensure remuneration is market competitive, the Remuneration Committee takes into account local, home country and global market rates. In determining what market rates to use for comparison purposes the Remuneration Committee assesses a range of factors including company size (based on market capitalisation), industry in which the comparative company operates and global footprint.

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For superannuation, in addition to mandatory contributions, the senior executives may voluntarily salary sacrifice additional amounts, subject to legislative requirements.

Fixed remuneration is reviewed annually as part of the company’s overall remuneration review process and is assessed against the company’s and the individual’s performance.

For fiscal 2007, the CFO was responsible for reviewing and determining the remuneration of the company secretary. The company secretary participates in the STI plan and the LTI plan on the terms set out in this report.

5. Short term incentive (STI)

The STI component delivers reward on achievement of annual performance targets.

How STI is calculated

The senior executives’ STI payment is based on their fixed remuneration, individual STI opportunity (explained below) and achievements against performance measures. This is illustrated in Figure 2.

Figure 2: Calculating the STI payment

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Performance
Fixed STI opportunity
remuneration [x] % x against = STI payment
measures
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STI opportunity and performance levels required

Depending on the role they perform, each senior executive has an STI opportunity ranging from 120% - 200% of their fixed remuneration where maximum performance is met. The maximum STI opportunity varies according to the role.

Figure 3 sets out the performance measures for the STI for fiscal 2007 and explains how these measures have been tailored to reinforce the links between the requirements of the transformation business strategy and the level of reward available to senior executives. Each of the performance measures is independent and will be tested separately.

Figure 3: STI performance measures for fiscal 2007

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Remuneration Performance Weighting How is it measured? Link to business strategy
element measures
Company Financial 20% EBITDA - Earnings before To achieve earnings objective.
interest, tax, depreciation,
amortisation.
Revenue Growth 20% Company revenue and Public To strengthen existing revenue
Switched Telephone Network streams while driving the
revenue. development of new revenue and
STI overall growth
(Cash and Network 25% A mixture of network measures To deliver on the transformation
Incentive Transformation including Next G [TM ] launch, IP network strategy that enables
Shares) Milestones core deployment, HFC upgrade revenue growth and reduces cost.
and ADSL2+.
Broadband 15% The increase in Telstra’s share To achieve an increase in Telstra’s
marketshare of retail broadband customers. retail broadband marketshare.
Individual 20% The achievement of personal To align the individual’s personal
accountabilities goals which include business goals with the business’ goals.
unit specific targets.
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*In the case of Bruce Akhurst the STI is measured against Sensis Revenue and EBIT contribution which make up 60% of his STI, Telstra STI measures (as detailed above) make up a further 20% and the remaining 20% is based on individual accountabilities. In the case of Kate McKenzie the Broadband Marketshare measure is replaced with a Telstra Wholesale specific performance measure.

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At the end of each financial year, the Remuneration Committee reviews the company’s audited financial results and the results of the other performance measures, and assesses performance against each measure to determine the percentage of STI that is payable. Measures are tracked by an internal project office and, where appropriate, the achievement against targets is independently audited.

As illustrated in Figure 4, each of the performance measures has three different levels of performance.

Figure 4: STI opportunity for differing levels of performance

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Level of % of STI
Description
performance opportunity
awarded
Gateway The “gateway” level must be reached before any value
can be attributed to each measure. 25%
Target The “target” level represents challenging but achievable
levels of performance. 50%
Maximum Achievement of the “maximum” level requires
significant performance above and beyond normal
expectations and will result in significant improvement
in key operational areas. 100%
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The level of performance determines the level of payment against each weighted measure. For example, achieving the target level of performance on every measure would equate to the individual receiving half of their maximum possible STI payment.

Details regarding the STI payments awarded for fiscal 2007 are set out in section D below.

Short Term Incentive Shares

As part of the fiscal 2007 STI the senior executives, excluding the CEO and COO (refer to pages 95 - 98), will receive 25% of their actual STI payment in the form of Incentive Shares. These Incentive Shares are held in trust for the earlier of:

5 years from allocation; or
until the senior executive meets the minimum shareholding level specified under the Executive Share Ownership Policy; or
the senior executive ceases employment with Telstra; or
a date the Board determines (in response to an actual or likely change in control).

6. Long term incentive (LTI)

The LTI component rewards delivery of sustained shareholder growth and achievement of key transformation milestones.

Following a review of the LTI arrangements, the LTI plan for fiscal 2007 has been strengthened to focus executives on delivering superior Total Shareholder Return (TSR) through the successful delivery of the transformation strategy. The LTI plan drives this objective by:

incorporating a TSR gateway of 11.5% compound annual growth, tested over the 4 years of the plan to 2010, to guarantee a minimum level of shareholder value that must be achieved before any Options can be exercised (including those that have previously vested);
calibrating performance measures with the transformational outcomes and timeframes;
using Options to leverage reward outcomes for executives and drive share price growth; and
providing reward only for significant performance.

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How Options are allocated

In order to reinforce the importance of the transformation strategy and our need to deliver extraordinary results and shareholder value the fiscal 2007 LTI plan is an enhanced “one off” allocation.

This “one off” allocation acknowledges the significant challenge and extraordinary performance required over the four year period from 1 July 2006 through to 30 June 2010 in order to achieve the transformation results.

In future years the emphasis on the transformation strategy will be reduced.

Figure 5: Overview of Fiscal 2007 LTI Performance Option Plan

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Tranche 1 Tranche 2 Tranche 3
% of total grant 27% 30% 43%
Tested based on 2 years 3 years 4 years
performance over … (1/7/2006 – 30/6/2008) (1/7/2006 – 30/6/2009) (1/7/2006 – 30/6/2010)
Vesting based on… One third: One third: One third:
• EBITDA • EBITDA • EBITDA
Two thirds: Two thirds: Two thirds:
• IT Transformation • IT Transformation • IT Transformation
• Network Transformation • Network Transformation • Network Transformation
• Revenue growth • Revenue growth • Revenue growth
• TSR • TSR • TSR
• ROI • ROI
Exercisable based on… • Vesting based on • Vesting based on • Vesting based on
performance to 30 June performance to 30 June performance to 30 June
2008 2009 2010
AND AND AND
• Achieving TSR gateway at • Achieving TSR gateway at • Achieving TSR gateway at
30 June 2010 30 June 2010 30 June 2010
AND AND AND
• Paying exercise price • Paying exercise price • Paying exercise price
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Performance measures

Figure 6 sets out the performance measures for the LTI for fiscal 2007 and explains how these measures have been tailored to reinforce the links with the transformation business strategy. Telstra believes the measures set out below best support the key elements of the strategy and have the greatest impact on sustained company performance.

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Figure 6: 2007 LTI Performance measures

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Remuneration Performance How is it measured? Link to business strategy
element measures
Revenue Growth The year over year sales revenue To strengthen existing revenue streams
growth rate. while driving the development of new
revenue and overall growth.
IT Transformation The time taken to replace and To reduce complexity and cost and
milestones rationalise the Business Support provide an enhanced customer experience
and Operational Support Systems by rationalising and improving Telstra’s IT
across the company. systems.
Network The time taken to achieve To simplify the network to reduce
Transformation network simplification and build complexity and cost, while providing the
milestones new platform. capability for new revenue growth.
Return on EBIT over Average Investment To measure the return gained from the
Investment (ROI) (Average of Net Debt plus financial investment in the
over 3 years Shareholder Funds). transformational goals.
LTI
Total Shareholder Compound Annual Growth Rate To measure the value derived from
(Options)
Return (TSR) (CAGR) in TSR of between 18% and execution of the business strategy while
Growth 20.5%. reinforcing the importance of shareholder
return.
An absolute TSR hurdle has been
established to deliver real value to
shareholders whilst implementing a
major transformation.
Sustained earnings CAGR in EBITDA to meet or exceed To encourage sustained year-on-year
stretch targets over 2 or more stretch EBITDA performance.
consecutive years.
Total Shareholder Gateway TSR CAGR hurdle of To ensure focus on sustained shareholder
Return Gateway 11.5% per annum tested at 30 value throughout the execution of the
June 2010. transformational strategy.
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At the end of each financial year in which performance testing is to occur, the Remuneration Committee will review the company’s audited financial results and the results of the other performance measures to determine the percentage (if any) of Options that vest.

Where an Option does not vest, because the performance measures have not been achieved, the Option will typically lapse and no benefit will accrue to the executive. The only exception to this general rule is that a proportion of Options that are subject to the absolute TSR and EBITDA hurdles and which have not vested at 30 June 2008 and/or 30 June 2009, may still be earned if the four year targets are achieved.

If a senior executive:

resigns or retires and their Options are not yet vested, those Options will lapse;
ceases employment due to death, total and permanent incapacity, contract completion, separation by mutual agreement or is made redundant, and their Options are not yet vested, the number of unvested Options is adjusted to reflect the executive’s service period and will vest if the relevant performance measure is met in accordance with the prescribed schedule;
ceases employment with Telstra for any other reason and their Options are not yet vested, the Board will decide whether those Options should lapse or remain available for exercise if the relevant performance measure is met; or
is terminated for misconduct, then all vested and unvested Options will lapse.

Options that have vested but are not yet exercisable at the time a senior executive ceases employment, other than for misconduct, will still become exercisable if the TSR gateway target is achieved at 30 June 2010.

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Exercising Options

An Option can only be exercised:

if the relevant performance measure is satisfied and the Option vests;
if the gateway TSR hurdle is satisfied as at 30 June 2010; and
upon payment of the exercise price.

Once the Options have been exercised the executive becomes the owner of the underlying shares and is entitled to any dividend, bonus issue, return of capital or other distribution in respect of those shares.

Restrictions on hedging

The senior executives are restricted from entering into arrangements which effectively operate to limit the economic risk of their security holdings in instruments allocated under LTI plans during the period the instruments remain unvested.

Board discretion

As with the fiscal 2006 plan, the Board has discretion to reset the performance hurdles governing the fiscal 2007 plan in certain limited circumstances. Under the terms of the fiscal 2006 plan exercise of the discretion depends on the occurrence of one or more of the following factors:

a material change in the strategic business plan;
a significant adverse business change occurs; or
an adverse regulatory change occurs.

The Board's discretion to reset the hurdles governing the fiscal 2007 LTI depends on the occurrence of one or more of the following factors:

a material change in the strategic business plan;
a material regulatory change occurring; or
a significant out-of-plan business development occurring resulting in a material change to EBITDA. This material change could be either a positive or adverse change for Telstra, but does not include improved or deteriorated operating or financial performance of Telstra's existing businesses.

No such change occurred during the year.

LTI awards made

Details regarding the Options granted for fiscal 2007, as well as details of other LTI awards outstanding during the year, are set out in section D below.

7. Chief Executive Officer remuneration

The CEO is rewarded on the delivery of transformational and operational outcomes in line with the key elements of the business strategy.

While the remuneration strategy and structure for the Chief Executive Officer (CEO) are generally the same as that described above, there are some differences from the senior executives that reflect the unique and important role the CEO plays in delivering the transformation strategy. The CEO’s remuneration arrangements are detailed below.

During fiscal 2007 the Board undertook an extensive review of the remuneration arrangements for the CEO. The revised remuneration arrangements reflect the importance of the transformation required at Telstra and of the competitive domestic and global CEO market. The new arrangements further re-inforce the principle of linking significant proportions of the CEO’s reward to company performance.

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CEO remuneration mix

The remuneration mix for the CEO for fiscal 2007 incorporates a greater proportion of “at risk” remuneration than for fiscal 2006 to reflect the key role that the CEO plays in the realisation of the transformation strategy.

Figure 7 shows a comparison of the fiscal 2006 and fiscal 2007 remuneration mix based on the maximum level of reward available for the CEO.

Figure 7: CEO remuneration mix

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Fixed Remuneration Maximum STI Maximum LTI
100%
Performance targets must
be met before any of this
40% value vests to the CEO.
80% 58%
60%
The maximum amount
30%
that could be payable
40% should all STI targets be
met.
28%
20%
30%
14%
0%
CEO (fiscal 2006) CEO (fiscal 2007)
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CEO STI opportunity and performance levels required

The CEO has a STI cash opportunity of 100% of fixed remuneration where maximum performance is met. If target performance is achieved across all performance measures he will receive a STI cash payment of 50% of the value of his fixed remuneration. In addition, he will receive Telstra deferred shares to a value equivalent to his cash STI payment for the year.

The CEO’s STI payment is determined by the Board based on the same performance measures as detailed in Figure 3 and by assessment of his individual performance objectives by the Board. As illustrated in Figure 4, each of the performance measures has three different levels of performance. Refer to Figure 14 for details of the CEO’s actual STI payment.

However, where the senior executives are required to receive 25% of their actual STI payment in Telstra shares, the above arrangement effectively requires the CEO to take 50% of the total actual value of his STI in the form of Telstra deferred shares. The number of STI deferred shares is based on the volume weighted average price of Telstra shares for the 5 trading days prior to allocation of the deferred shares.

The CEO is not eligible for the cash dividends on the deferred shares during the period up to 30 June 2009 but instead will have the number of STI deferred shares increased at the time of vesting by the value of the cash dividends. The volume weighted average price of Telstra shares for the five days prior to the dividend payment date will be used to calculate the number of additional deferred shares which will be allocated.

These STI deferred shares are held in trust until the earlier of 30 June 2009, or 6 months following ceasing employment with Telstra, at which time they will be automatically transferred to the CEO and all restrictions on dealing will cease.

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CEO LTI

The CEO will receive a LTI allocation over the next 3 years as follows:

10,344,828 Options for Fiscal 2007;
5,172,414 Options for Fiscal 2008; and
5,172,414 Options for Fiscal 2009.

As explained previously, the allocation of Options to the CEO in fiscal 2007 is a larger than usual one-off allocation that reflects the importance of the transformation strategy.

The key conditions for the CEO’s fiscal 2007 allocation are:

The allocation is subject to a 2 year performance period;
The Options have an exercise price of $3.67 being the volume weighted average price of Telstra shares traded in the five trading days prior to grant date;
Options may vest, subject to meeting the prescribed performance hurdles that are aligned with the performance measures described in Figures 5 & 6, at 30 June 2008;
Options can be exercised between 1 January 2009 and 31 December 2009, however, a restriction applies on the trading of any shares received upon exercise of vested options until 30 June 2009 if he is still employed by Telstra or has resigned for other than good reasons.

The key conditions for the CEO’s LTI allocations in fiscal 2008 and fiscal 2009 are:

Allocations will be granted in August 2007 and August 2008 respectively;
The exercise price will be determined by the volume weighted average price of Telstra shares traded in the five trading days prior to grant date;
The options are subject to a one year performance period;
The Options may vest, subject to meeting the prescribed performance hurdles, that are aligned with the performance measures described in Figures 5 & 6, at the end of the relevant performance period;
• Vested options may only be exercised:
For fiscal 2008 Options – between 1 January 2010 and 30 June 2011; or
For fiscal 2009 Options – between 1 January 2010 and 30 June 2012; or
6 months following cessation of employment with Telstra (if earlier than the specified window for exercise);

Options that have met the required performance conditions may only be exercised if a minimum TSR hurdle of 11.5% Compound Annual Growth is achieved over each performance period.

The CEO will retain all options granted under the LTIP up to the time of termination, except in the case of serious misconduct. The Options will vest (to the extent not vested) in accordance with the performance hurdles and will be exercisable in accordance with the timetable for the exercise of such options under the terms of the LTIP as at the time of allocation.

The CEO is subject to the same restrictions on hedging as other senior executives.

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8. Chief Operations Officer remuneration

The COO continues to be a key executive in delivering the transformation of the company. The COO was initially employed on a 2 year contract with a completion date of 10 August 2007, with an option to extend his employment for a further year. Mr Winn’s contract has been renewed on the terms set out below and in Figure 18.

Remuneration mix (Fiscal 2007)

During the initial 2 year term of his contract, the COO did not have a LTI and as such his fixed remuneration made up 33.3% of his maximum potential remuneration and his at risk reward (STI) made up 66.7% of his maximum potential remuneration. In addition to these contractual entitlements he also received a cash bonus for delivery of the Next G[TM] wireless network as approved by the Telstra Board (refer to Figure 12).

Short Term Incentive Plan (Fiscal 2007 and 2008)

The COO has a STI cash opportunity of 100% of fixed remuneration where target performance is met, with the opportunity to achieve up to 200% of his fixed remuneration if stretch targets are achieved. The COO’s STI payment is determined by the Board based on the same performance measures as detailed in Figure 3 and by assessment of his individual performance objectives by the Board. As illustrated in Figure 4, each of the performance measures has three different levels of performance. Refer to Figure 14 for details of the COO’s actual STI payment for fiscal 2007.

Long Term Incentive Plan

The COO is eligible to participate in a cash long term incentive plan. The Board will assess performance under the plan as at 30 June 2008 against IT transformation, network transformation, financial and total shareholder return performance measures. These performance measures provide alignment with the long term incentive measures for other senior executives.

Share Price Incentive

The COO may also be entitled to a cash bonus dependant on performance hurdles linked to the achievement of increases in Telstra’s share price. Performance for this element of his remuneration will be assessed on the average closing share price of Telstra shares for the 30 calendar days following the announcement of Telstra’s fiscal 2008 annual results.

C. LINKING SENIOR EXECUTIVE REMUNERATION AND COMPANY PERFORMANCE

1. Defining “company performance”

Telstra ultimately assesses its company performance by reference to increases in “earnings” and “shareholder wealth”.

The key objective of Telstra’s transformation strategy is to lay the foundations for sustained increases in earnings and shareholder wealth going forward. The transformation objectives set by the Board represent the measures the Board considers to be essential to the enhancement of shareholder wealth and the delivery of superior earnings. Our remuneration structure continues to reflect this and plays a key role in driving the achievement of the transformation objectives.

2. Linking the remuneration structure to the transformation strategy

Our remuneration structure continues to drive the achievement of transformational objectives.

Given that the transformation strategy is seen as the key to sustained company performance going forward, it is essential that senior executive remuneration is structured in a way that rewards executives for delivery of the transformation objectives. By linking senior executive rewards to achievement of the transformation strategy, the interests of shareholders and senior executives are aligned.

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In fiscal 2006, Telstra began this process by linking its remuneration structure to the transformation objectives. Further refinements have been made to the remuneration structure in fiscal 2007 to encourage the continued focus on key business outcomes and to ensure that rewards are only received when the company and the individual achieve the transformational and operational goals set by the Board. Key enhancements are detailed in Figure 8.

Figure 8: Key enhancements of the remuneration structure

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Component Enhancement Rationale
Remuneration Mix • The remuneration mix for fiscal 2007 has • Focus attention on driving the key strategic
incorporated a greater proportion of “at-risk” outcomes.
remuneration.
STI • Revenue growth has been included in fiscal • To strengthen existing revenue streams while
2007. driving the development of new revenue and
overall growth.
• EBITDA maintains the focus on cost
management.
• Senior executives, excluding the COO, are • To provide a strong alignment between
required to sacrifice a minimum of 25% of executive reward, company success and
their actual STI opportunity towards the shareholder wealth creation.
purchase of Telstra Incentive Shares until
share ownership targets are met.
• The CEO is required to take 50% of the total
actual value of his STI in the form of Telstra
deferred shares.
LTI • An Earnings measure and a Total Shareholder • To encourage sustained earnings and
Return (TSR) gateway measure have been shareholder value throughout the execution
introduced for fiscal 2007. of the transformational strategy.
• Options are to be used for the LTI in 2007. • To leverage reward outcomes where
executives share in the upside of an increase
in share price resulting from the successful
delivery of the transformation strategy.
Share Ownership • Introduction of a minimum shareholding of • To encourage executives to further commit to
Telstra shares through the Executive Share the future performance of Telstra by
Ownership Policy. strengthening the alignment between
executive reward and company success,
which benefits all Telstra shareholders.
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As noted above, the performance measures for both the STI and LTI have been tailored to align “at risk” remuneration as closely as possible with delivery of transformation objectives. The achievement of the relevant performance measures in both fiscal 2006 and fiscal 2007 has demonstrated the essential role the remuneration structure plays in driving management’s focus on delivering the transformation strategy, improving the customer experience, and most importantly, driving real and sustained increases in shareholder value.

Section 3 below sets out further details regarding the correlation between company performance achieved and remuneration paid to senior executives in recent years.

3. Remuneration vs company performance

The level of “at risk” remuneration paid to senior executives is directly linked to the company’s performance. In recent years, the achievement of key transformation milestones has been coupled by an increase in the “at risk” remuneration received by senior executives.

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Earnings and shareholder wealth

Earnings are defined in terms of sales revenue, EBITDA and net profit. Shareholder wealth is the total return to an investor over a given period. It consists of three components: dividends paid, the movement in the market value of shares over that period, and any return of capital to shareholders, excluding buy-backs.

Figure 9: Our 5 year shareholder wealth and earnings history

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Year ended Year ended Year ended Year ended Year ended
30 June 2007 30 June 2006 30 June 2005 30 June 2004 30 June 2003
$m $m [(1)] $m $m [(2)] $m [(2)]
Earnings
Sales revenue 23,673 22,712 22,161 20,737 20,495
EBITDA 9,861 9,575 10,464 10,175 9,170
Net profit available to Telstra 3,253 3,183 4,309 4,118 3,429
Shareholder wealth
Share Price ($) 4.59 3.68 5.06 5.03 4.40
Total dividends paid/ 28.0 34.0 40.0 26.0 27.0
declared per share (c)
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(1) Comparatives for fiscal 2006 have been adjusted to reflect the impact of the transition to UIG4.

(2) We adopted in fiscal 2006 Australian equivalents to International Financial Reporting Standards (A-IFRS). We restated the comparative information for the year ended 30 June 2005. The financial years ended 30 June 2004 and 30 June 2003 are presented under the previous Australian Generally Accepted Accounting Principles (AGAAP).

During the five years to 30 June 2007 we undertook two off-market share buy-backs as part of our capital management strategy; one on 24 November 2003 (238,241,174 shares) and another on 15 November 2004 (185,284,669 shares) of which purchase consideration was $1,001 million ($4.20 per share) and $750million ($4.05 per share) respectively.

STI results and payments

Financial measures have represented a significant percentage of the STI plan over the last five years and therefore financial performance has a direct impact on the rewards received through the plan. The financial measures:

provide a strong correlation with our ability to increase shareholder returns;
have a direct impact on our bottom line; and
are measures over which the executives can exercise control.

The average STI received by senior executives as a percentage of the maximum achievable payment for achieving those short term measures is reflected in Figure 10.

Figure 10: Average STI payment as a % of maximum payment

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----- Start of picture text -----

Fiscal Fiscal Fiscal Fiscal Fiscal
2007 2006 2005 2004 2003
STI received [(3)] 78.5% [ (1)] 73.8% 54.6% [(2)] 31.4% 41.1%
----- End of picture text -----

(1) This includes both the cash and equity components.

(2) This includes both the cash and equity components. While the total equity component is included in determining the above percentage, the value of the rights to Telstra shares granted in fiscal 2005 will be reflected in remuneration as the shares vest over their vesting period.

(3) The above calculation is made by aggregating the actual STI payments to the CEO and KMP’s for the financial year and dividing that by the aggregate maximum achievable payments for those same executives. The result is then expressed as a percentage of the maximum achievable STI payment.

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LTI results and payments

As at 30 June 2007 the vesting status of LTI equity is as follows:

Figure 11: LTI Status

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----- Start of picture text -----

Status of plan Instruments Result Next steps
granted
The Sept 2001 plan failed to meet the Performance Half the maximum The performance period for
performance hurdle in the first quarter Rights & Options allocations expired and this plan expired in fiscal 2007
of the performance period but the remaining half and the plan has ceased.
subsequently did achieve the vested. Vested options can be
performance hurdle. exercised until 2011.
The March 2002 plan failed to meet All instruments have The performance period for
the performance measure during the expired. this plan expired in fiscal 2007
performance period. and the plan has ceased.
The performance measures for the Performance Half the allocations The allocations for the Sept
fiscal 2003 plans are currently below Rights expired in fiscal 2006. 2002 plan and the March
the required performance hurdle. No vesting has 2003 plan will expire if the
occurred. performance measures are
not achieved by September
2007 and March 2008
respectively.
The fiscal 2004 plan did not meet the Performance Half of all allocations The performance measures
performance measures in the first Rights expired. are currently below the
quarter of the performance period. required performance hurdles.
The fiscal 2005 plan has entered its Performance No instruments have Performance measures
performance period but is yet to reach Rights expired or vested. reached the first testing point
a testing point. at 30 June 2007.
The fiscal 2006 plan has entered its Performance No instruments have Performance measures will
performance period but is yet to reach Rights expired or vested. reach the first testing point at
a testing point. 30 June 2008.
The fiscal 2007 plan has entered its Options 50% of the maximum Performance measures are
performance period for Accelerator Accelerator options tested at intervals throughout
options but the other options are yet have expired. No other the performance period.
to reach a testing point. options have expired or
vested.
----- End of picture text -----

*March allocations were mid-cycle allocations to accommodate new executives.

As can be seen from the table above, senior executives have not received any monetary value from any of these LTI grants apart from the September 2001 plan either because the relevant long term performance measures were not satisfied over the performance period or because the performance period is continuing.

D. DETAILS OF SENIOR EXECUTIVES’ REMUNERATION

Detailed explanation of the various components of remuneration received by the CEO and senior executives in fiscal 2007.

In this section we set out the remuneration of our CEO and the senior executives who are key management personnel (KMP). These executives had authority and responsibility for planning, directing and controlling the activities of Telstra and its controlled entities during fiscal 2007. They also include the five highest remunerated executives.

Total remuneration received in fiscal 2007 (and fiscal 2006)

The remuneration of our KMP (excluding non-executive directors) are set out in the following tables. In accordance with the requirements of AASB 124, the remuneration disclosures for fiscal 2007 and 2006 only include remuneration relating to the portion of the relevant periods that each individual was considered a KMP. As a result this approach can distort year-on-year remuneration comparisons.

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		Total ($)	11,782,230	2,868,547	1,531,361	3,934,428	2,653,108	3,255,510	3,445,100	5,727,143	35,197,427
Other equity:Options, restricted shares & options granted under Telstra’s LTI plans. This includes amounts accrued for current and prior year LTI grants
	Equity settled share-based payments	Other equity(8)	2,772,355	886,146	211,818	928,583	512,302	614,364	812,686	-	6,738,254
		Deferred shares(7)	-	17,687	-	19,678	5,818	12,773	16,187	-	72,143
		Short term Incentive Shares(6)	2,656,800(9)	299,222	195,087	482,416	379,311	435,207	409,486	-	4,857,529

	Other long term benefits	Accrued long service leave	75,000	31,250	15,625	31,625	22,500	27,500	29,000	50,000	282,500
	Termination benefits	Termination benefits	-	-	-	-	-	-	-	-	-
Non-monetary benefits:Such as the value of goods and services provided as well as the value of the interest free loan under TESOP 97 and TESOP 99
	Post- employment benefits	Superannuat ion(5)	12,686	928,603	45,686	220,547	496,755	196,032	475,922	12,686	2,388,917
	Short term employee benefits	Other(4)	621,275	-	-	-	-	-	-	724,446(10)	1,345,721
		Non- monetary benefits(3)	-	11,392	1,331	17,626	5,229	8,674	7,385	2,037	53,674

Short Term Incentives: Includes the cash component of annual bonuses payable in relation to fiscal 2007
		Short term Incentives (cash)(2)	2,656,800	392,100	506,250	1,207,500	852,948	1,073,742	1,029,356	3,188,160	10,906,856
		Salary and Fees(1)	2,987,314	302,147	555,564	1,026,453	378,245	887,218	665,078	1,749,814	8,551,833
Salary and Fees:Includes salary, salary sacrificed benefits (other than superannuation), leave provisions and fringe benefits tax
			Ongoing	Ongoing	Ongoing	Ongoing	Ongoing	Ongoing	Ongoing	Fixed term
		Name	Solomon Trujillo	Bruce Akhurst	Kate McKenzie	David Moffatt	Deena Shiff	John Stanhope	David Thodey	Gregory Winn	TOTAL

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----- Start of picture text -----

($)
Total
483,981
8,710,516 3,775,171 3,300,611 1,965,171 2,250,969 2,821,002 3,836,446 27,143,867
(8)
-
309,305 650,036 30,871 779,461 214,391 335,804 560,789
Options, restricted Other equity 2,880,657
(7)
- - -
Deferred shares 115,592 129,101 37,438 76,968 105,198 464,297
Other equity: shares & options granted under Telstra’s LTI plans. This includes amounts accrued for current and prior year LTI grants
(6)
- -
Equity settled share-based payments Short term Incentive Shares 276,443 22,067 131,095 155,829 126,792 108,869 821,095
term benefits Accrued leave 75,000 29,325 6,026 29,825 20,000 25,825 27,100 32,178 245,279
Other long long service
- - - - - - - - -
benefits benefits
Termination Termination
Such as the
Post- benefits (5)on 1,012,139 188,026 20,787 316,030 116,643 101,001 52,914 10,814 1,818,354
employment Superannuati
(4)
- - - - - -
Non-monetary benefits: value of goods and services provided as well as the value of the interest free loan under TESOP 97 and TESOP 99 Other 1,745,011 1,101,907 2,846,918
(3)
- -
Non- 11,740 18,138 6,062 9,668 8,248 1,685 55,541
monetary benefits
(2)
180,950 768,951 655,412 926,798
Short term Incentives 2,581,200 1,519,035 1,019,991 1,408,918 9,061,255
Short term employee benefits
Short Term Incentives: Includes the cash component of annual bonuses payable in relation to fiscal 2007 (1)
Fees 984,974 223,280 876,970 645,857 919,499
Salary and 2,987,861 1,031,086 1,280,944 8,950,471
2006
Includes Commenced 1 July 2005 Ongoing Appointed GMD 16 Jan Ongoing Ongoing Ongoing Ongoing Commenced 11 Aug 2005
Salary and Fees: salary, salary sacrificed benefits (other than superannuation), leave provisions and fringe benefits tax
Name Solomon Trujillo Bruce Akhurst Kate McKenzie David Moffatt Deena Shiff John Stanhope David Thodey Gregory Winn SUB-TOTAL
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Total ($)		3,652,858	3,652,858	30,796,725
Other equity(8)		4,516(11)	4,516	2,885,173
Deferred shares(7)		491,049(10)	491,049	955,346
Short term Incentive Shares (6)		-	-	821,095
Accrued long service leave		-	-	245,279
Termination benefits		3,151,526(9)	3,151,526	3,151,526
Superannuat ion(5)		281	281	1,818,635
Other(4)		-	-	2,846,918
Non- monetary benefits(3)		35	35	55,576
Short term Incentives(2)		-	-	9,061,255
Salary and Fees(1)		5,451	5,451	8,955,922
		Ceased 1 July 2005
Name	Past Employees	Zygmunt Switkowski	SUB-TOTAL	TOTAL

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STI payments for fiscal 2007

Figure 14 sets out the details of the annual STI for fiscal 2007, including the maximum potential STI and the actual value of the STI awarded. The minimum potential value of the STI is zero where gateway performance is not achieved.

Figure 14: STI for fiscal 2007

Name Solomon Trujillo Bruce Akhurst Kate McKenzie	Maximum potential STI ($) 6,000,000 2,000,000 750,000	Actual STI ($) 5,313,600 522,800 675,000	% of the maximum potential 88.6% 26.1% 90.0%	Where the actual STI payment is less than the maximum potential, (eg achieved performance was less than maximum performance level) the difference is forfeited and does not become
David Moffatt	2,024,000	1,610,000	79.5%	payable in subsequent
Deena Shiff	1,440,000	1,137,264	79.0%	years.
John Stanhope	1,760,000	1,431,656	81.3%
David Thodey	1,856,000	1,372,474	73.9%
Gregory Winn	3,600,000	3,188,160	88.6%

Equity instruments granted as remuneration

Figure 15 provides the amortised accounting value of all LTI equity instruments granted as remuneration, including allocations of equity made from fiscal 2001 – 2007.

Where allocations have been made to the CEO and senior executives and have not yet vested, the CEO and senior executives may or may not derive any value from these allocations as they are still subject to performance measures and the performance period has not yet expired.

Figure 15: Amortised accounting value of all LTI equity for fiscal 2007

	Amortised	value of LTI equity (1) (2)	allocations	Total	Amortised value as % of Total
					Remuneration(4)
Name	Options	Performance rights(3)	Restricted shares
	($)	($)	($)	($)	(%)
Solomon Trujillo	1,883,409	888,946	-	2,772,355	23.5
Bruce Akhurst	484,751	401,395	-	886,146	30.9
Kate McKenzie	130,068	81,750	-	211,818	13.8
David Moffatt	500,160	428,423	-	928,583	23.6
Deena Shiff	326,931	185,371	-	512,302	19.3
John Stanhope	325,222	289,142	-	614,364	18.9
David Thodey	446,649	366,037	-	812,686	23.6
Gregory Winn	-	-	-	-	-

(1) The value of each instrument is calculated by applying option valuation methodologies as described in note 31 to the financial statements and is then amortised over the relevant vesting period. The values included in the table relate to the current year amortised value of all LTI instruments detailed as other equity in the remuneration table. The valuations used in current year disclosures are based on the same underlying assumptions as the previous year. Please refer to note 31 for details on our employee share plans.

(2) Where a vesting scale is used, the table reflects the maximum achievable allocation.

(3) The September 2003 plan failed to satisfy the performance measure in the first quarter of the performance period. In accordance with the terms of the plan half the maximum potential allocation of options lapsed on 6 December 2006. Although an accounting value is recorded above, the executives received no value from this plan.

(4) Total Remuneration is the sum of short term benefits, post employment benefits and share based payments detailed in Figure 12.

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The accounting value and actual number of the CEO and senior executives’ options, restricted shares and options that were granted, exercised and lapsed in fiscal 2007 are set out in Figure 16 and Figure 17. The value of lapsed instruments in Figure 16 is based on the accounting value. This value is included to address our reporting obligations only. Where these instruments lapse, there is no benefit at all to the executive, and therefore no transfer of any equity or equity-related instrument. All instruments that have lapsed were tested against the external performance measure of Total Shareholder Return (TSR).

Figure 16: Value of equity instruments granted, exercised and lapsed in fiscal 2007

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Name Granted Exercised Lapsed Aggregate of options
during period granted, exercised
and lapsed
($) [(1) ] ($) ($) ($)
- -
Solomon Trujillo 8,731,035 8,731,035
Bruce Akhurst 3,577,586 - 209,988 3,367,598
Kate McKenzie 1,073,276 - - 1,073,276
David Moffatt 3,620,518 - 233,627 3,386,891
Deena Shiff 2,575,862 - 69,075 2,506,787
-
John Stanhope 2,518,621 151,658 2,366,963
-
David Thodey 3,320,000 192,182 3,127,818
- - - -
Gregory Winn
----- End of picture text -----

(1) This amount represents an accounting estimate of the potential value executives may derive from Options over the vesting period. However, the executives will only derive value from the Options granted where the TSR gateway and the applicable performance measures are satisfied. Accordingly the minimum potential value of the Options granted is zero or may be greater than the above depending on the share price at the time of exercise.

The actual number of LTI instruments that were granted, exercised and lapsed in fiscal 2007 is set out in Figure 17. Of the Options allocated in fiscal 2007, 100% of the allocations were granted and none were forfeited or vested during fiscal 2007. However, unvested equity instruments may lapse in future years if the performance measures are not satisfied.

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Figure 17: Number of Options – granted, vested, exercised and lapsed

	Instrument	Balance at 1 July 2006	Granted during period(1)	Vested during period	Exercised during period	Expired during period(2)	Balance at 30 June 2007(3)	Vested and exercisable at 30 June 2007(4)
Solomon Trujillo	Performance Rights	836,821	-	-	-	-	836,821	-
	Options	-	10,344,828	-	-	-	10,344,828	-
Bruce Akhurst	Performance Rights	494,940	-	-	-	68,400	426,540	-
	Restricted shares	-	-	-	-	-	-	-
	Options	617,000	6,465,518	-	-	269,397	6,813,121	617,000
	Deferred shares	68,400	-	68,400	68,400	-	-	-
	Incentive Shares(5)	120,967	7,588	40,322	40,322	-	88,233	-
Kate McKenzie	Performance Rights	91,576	-	-	-	-	91,576	-
	Restricted shares	-	-	-	-	-	-	-
	Options	-	1,939,656	-	-	80,819	1,858,837	-
	Deferred shares	-	-	-	-	-	-	-
	Incentive Shares(5)	18,905	1,393	6,766	-	-	20,298	6,766
David Moffatt	Performance Rights	524,650	-	-	-	76,100	448,550	-
	Restricted shares	-	-	-	-	-	-	-
	Options	740,000	6,543,104	-	-	272,629	7,010,475	740,000
	Deferred shares	76,100	-	76,100	76,100	-	-	-
	Incentive Shares(5)	57,365	2,817	19,122	19,122	-	41,060	-
Deena Shiff	Performance Rights	215,220	-	-	-	22,500	192,720	-
	Restricted shares	-	-	-	-	-	-	-
	Options	178,000	4,655,173	-	-	193,966	4,639,207	178,000
	Deferred shares	22,500	-	22,500	-	-	22,500	22,500
	Incentive Shares(5)	68,188	5,023	24,403	-	-	73,211	24,403
John Stanhope	Performance Rights	372,866	-	-	-	49,400	323,466	-
	Restricted shares	-	-	-	-	-	-	-
	Options	241,000	4,551,725	-	-	189,655	4,603,070	241,000
	Deferred shares	49,400	-	49,400	49,400	-	-	-
	Incentive Shares(5)	55,482	2,724	18,494	18,494	-	39,712	-
David Thodey	Performance Rights	453,268	-	-	-	62,600	390,668	-
	Restricted shares	-	-	-	-	-	-	-
	Options	534,000	6,000,000	-	-	250,000	6,284,000	534,000
	Deferred shares	121,600	-	121,600	121,600	-	-	-
	Incentive Shares(5)	47,639	2,339	15,880	15,880	-	34,098	-
Greg Winn	-	-	-	-	-	-	-	-

(1) Options granted during fiscal 2007 relate to the annual LTI plan for fiscal 2007. Incentive Shares granted during fiscal 2007 relate to the STI Equity plan for fiscal 2005.

(2) A proportion of equity instruments granted during fiscal 2007 lapsed in fiscal 2007 due to the failure to achieve the first stretch EBITDA test as at 30 June 2007.

(3) This represents the number of vested and unvested equity instruments which have not been exercised or lapsed as at 30 June 2007.

(4) There are no equity instruments which have vested but are not exercisable as at 30 June 2007.

(5) These Incentive Shares relate to the 2004/05 STI plan and does not include any allocation in relation to the 2006/07 STI plan.

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CEO and senior executives contract details

The key terms and conditions for the CEO and senior executive service contracts are summarised and set out in Figure 18.

A contract typically outlines the components of remuneration paid to the executive but does not prescribe how remuneration levels are to be modified from year to year.

Generally, contracts can be terminated by either the company or senior executive providing 6 months notice. Upon notice being given Telstra can require the executive to remain employed by Telstra for the notice period or terminate employment immediately by providing payment in lieu of notice.

Figure 18: Summary of contract arrangements for CEO and senior executives

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|||||||
|---|---|---|---|---|---|
|Name|Term of|Fixed|Additional|Notice Period|Termination|
|agreement|remuneration at 30|conditions|(1)|payment|[(2)]|
|June 2007|
|Solomon Trujillo|Ongoing|$3,000,000|Refer to the STI and LTI|30 days|12 months|
|conditions summarised|
|on pages 96 and 97.|
|Bruce Akhurst|Ongoing|$1,250,000|nil|6 months|12 months|
|Kate McKenzie|Ongoing|$625,000|nil|6 months|12 months|
|David Moffatt|Ongoing|$1,265,000|nil|6 months|12 months|
|Deena Shiff|Ongoing|$900,000|nil|6 months|12 months|
|John Stanhope|Ongoing|$1,100,000|nil|6 months|12 months|
|David Thodey|Ongoing|$1,160,000|nil|6 months|12 months|
|Gregory Winn|11 August 2005 to|$2,000,000|Contract completion|3 months|6 months + pro-rata|
|8August 2008|[(3)]|payments.|[(4) ]|STI + contract|
|Also refer to the STI and|completion payment|
|LTI conditions|
|summarised on page 98.|

----- End of picture text -----

(1) Upon notice being given Telstra can require the executive to work through the notice period or terminate employment immediately by providing payment in lieu of notice.
(2) Payment is calculated on fixed remuneration as at date of termination. There will be no payment if termination is a result of serious misconduct or redundancy (in which case Telstra’s redundancy policy applies).
(3) Greg Winn was initially employed on a 2 year contract with a completion date of 10 August 2007. The contract has been extended by 12 months to 8 August 2008.
(4) Contract completion payment of up to $1.8m subject to performance against pre-determined measures to be paid in August 2007 in accordance with initial fixed term contract. An additional payment of $500,000 is payable if he remains employed by Telstra until 8 August 2008.

E. NON-EXECUTIVE DIRECTORS

1. Remuneration policy and strategy

In order to maintain their independence and impartiality, non-executive directors are remunerated with fees which are not linked to company performance. The total fee pool is approved by shareholders.

Our non-executive directors are remunerated in accordance with our constitution, which provides for the following:

an aggregate limit of fees is set and varied only by approval of a resolution of shareholders at the annual general meeting; and
the Board determines how those fees are allocated among the directors within the fee pool.

The total non-executive director fees are not to exceed the annual limit of $2,000,000 per annum approved by shareholders

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In determining the required level for the fee pool and individual director fee levels, the Remuneration Committee makes recommendations to the Board, and in the case of the fee pool, the Board makes a recommendation to shareholders, taking into account:

the company’s existing remuneration policies;
independent professional advice;
the fee pools of other comparable companies (based on company size using market capitalisation);
fees paid to individual directors by comparable companies;
the general time commitment and responsibilities involved;
the risks associated with discharging the duties attaching to the role of director; and
the level of fees necessary to attract and retain directors of a suitable calibre.

In order to maintain their independence and impartiality, the remuneration of the non-executive directors is not linked to the performance of the company, except through their participation in the Directshare plan, which is explained below.

2. Remuneration structure

Non-executive directors receive a total remuneration package based on their role on the Board and their committee memberships. Non-executive directors must sacrifice at least 20% of their fees into Telstra shares to align their interests with those of our shareholders.

All Board and committee fees, including superannuation, paid to non-executive directors in fiscal 2007 remain within the current fee pool. Board fees were increased in fiscal 2007 to take into account prevailing market rates for directors’ fees. No change has been made to committee fees. The Board and Committee fees payable to directors in fiscal 2007 are set out below.

Board fees


	Chairman	Director
Board	$495,000	$143,000

Committee fees

Board members, excluding the Chairman, are paid the following additional fees for service on Board committees:

Committee	Chairman	Member
Audit Committee	$70,000	$35,000
Remuneration Committee	$14,000	$7,000
Nomination Committee	-	$7,000
Technology Committee	$7,000	$7,000

Components of the total remuneration package (TRP)

The Board has determined that a non-executive director’s total remuneration will consist of three components: cash, shares (through the Directshare plan) and superannuation. Each year directors are asked to specify the allocation of their total remuneration between these three components, subject to the following conditions:

at least 30% must be taken as cash;
at least 20% must be taken as Directshares; and
the minimum superannuation guarantee contribution must be made, where applicable.

The Board will continue to periodically review its approach to the non-executive directors’ remuneration structure to ensure it compares with general industry practice and best practice principles of corporate governance.

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Equity compensation – Directshare

Directshare aims to encourage a longer-term perspective and to align the directors’ interests with those of our shareholders.

Through our Directshare plan, non-executive directors are required to sacrifice a minimum of 20% of their TRP towards the acquisition of restricted Telstra shares. The shares are purchased on-market and allocated to the participating non-executive director at market price. The shares are held in trust and are unable to be dealt with for 5 years unless the participating director ceases to be a director of Telstra. Although the trustee holds the shares in trust, the participant retains the beneficial interest in the shares (dividends, voting rights, bonuses and rights issues) until they are transferred at expiration of the restriction period.

If a non-executive director chooses to increase their participation in the Directshare plan, they take a greater percentage of TRP in Telstra shares, and their cash component is reduced. As the allocation of Directshares is simply a percentage of the non-executive director’s TRP, it is not subject to the satisfaction of a performance measure.

Directors are restricted from entering into arrangements which effectively operate to limit the economic risk of their shareholdings allocated under the Directshare plan during the period the shares are held in trust.

Superannuation

Mandatory superannuation contributions are included as part of each director’s total remuneration. Directors may choose to increase the proportion of their remuneration taken as superannuation, subject to legislative requirements.

Retirement benefits

In accordance with good corporate governance practice, we do not provide retirement benefits for directors appointed after 30 June 2002. However, non-executive directors appointed before that date were eligible to receive retirement benefits on retiring as a director.

At the annual general meeting on 25 October 2005, we explained that retirement benefits would cease to accrue. This meant that directors who were appointed before 30 June 2002 would receive cash equal to the benefits accrued to 25 October 2005 upon retirement. The benefits accrued were indexed by reference to changes in Telstra’s share price between that date and the date the director’s retirement takes effect.

Furthermore, The Board resolved on 29 March 2007 to provide the opportunity to Directors eligible for a retirement benefit to be credited with an amount equal to their accrued retirement benefit as at 18 May 2007 in their account with the Telstra Superannuation Scheme. As a consequence, all directors agreed to terminate their existing retirement benefit arrangements and be credited with an amount equal to their accrued retirement benefit in their member account with the Telstra Superannuation Scheme.

This approach preserves the principle that directors should not be entitled to retirement benefits aside from receipt upon retirement.

Figure 19 shows the increase in retirement benefits payable to non-executive directors appointed before 30 June 2002 and the value of the payment to the director if he or she had retired on 18 May 2007.

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Figure 19: Non-executive directors – increases in retirement benefits

*Name*	*Balance as at 2006*	*Indexed increase in value to* *18 May 07*	*Payment made to Telstra* *Superannuation Scheme(1)*
	*($)*	*($)*	*($)*
Donald	400,767	167,954	568,721
McGauchie
Belinda	115,737	48,509	164,246
Hutchinson
Catherine	154,923	64,930	219,853
Livingstone
Charles Macek	130,048	54,505	184,553
John Stocker	355,202	148,858	504,060

(1) The value is calculated by multiplying the number of notional shares plus additional notional shares allocated for re-invested dividends by $4.87 being the 5 day volume weighted average price of Telstra shares traded for the period 14 May to 18 May 2007.

There are no individual contracts for service with our non-executive directors other than as described above in relation to retirement benefits.

3. Details of non-executive directors’ remuneration

Figures 20 and 21 provides the details of all remuneration paid to our non-executive directors in fiscal 2007 and 2006.

Figure 20: Non-executive directors – 2007 details of remuneration

	Short term employee benefits	Short term employee benefits	Post-employment	Cash settled	Equity
			benefits	share-based	settled
				payments	share-based
					payments
Name	Salary and Fees (1)	Non-monetary benefits(2)	Superannuation	Retirement benefits(3)	Direct share	Total
Donald McGauchie	383,314	2,360	12,686	167,954	99,000	665,314
Chairman
Geoffrey Cousins	65,576	-	6,486	-	18,015	90,077
Director
Belinda Hutchinson	52,701	-	89,696	48,509	35,600	226,506
Director
Catherine Livingstone	135,101	1,701	12,686	64,930	37,000	251,418
Director
Charles Macek	146,276	2,037	12,686	54,505	39,800	255,304
Director
John Stocker	73,500	1,701	102,500	148,858	44,000	370,559
Director
Peter Willcox	114,304	-	10,287	-	31,148	155,739
Director
John Zeglis	119,587	-	-	-	29,897	149,484
Director
Total	1,090,359	7,799	247,027	484,756	334,460	2,164,401

(1) Includes fees for membership on Board committees.

(2) These payments relate to reimbursement received by directors for reasonable travelling, accommodation and other expenses incurred in travelling to or from meetings of the Board or committees, or when otherwise engaged on company business. This also includes telecommunications and other services and equipment provided to directors to assist them in performing their duties. From time to time, we may also make products and services available to directors without charge to allow them to familiarise themselves with our products and services and with recent technological developments.

(3) These amounts represent the accrued retirement benefit for fiscal 2007. This amount is not included as part of the total directors fee pool.

111

Telstra Corporation Limited and controlled entities

Remuneration Report

Figure 21: Non-executive directors – 2006 details of remuneration

==> picture [522 x 328] intentionally omitted <==

----- Start of picture text -----

Short term employee benefits Post- Termination Cash settled Equity settled
employme benefits share-based share-based
nt benefits payments payments
Name Salary Non- Other Superannu Termination Retirement Direct share Total
and Fees monetary ation benefits [(3)] benefits
(1) benefits [(2)]
Donald McGauchie Ongoing 312,236 3,078 - 12,158 - 60,094 81,099 468,665
Chairman
John Ralph [(4)] Retired COB 17,474 380 - (5) 462,548 - - 480,402
Deputy Chairman 11 Aug 2005
Anthony Clark [(4)] Retired COB 9,015 458 - 970 278,846 - - 289,289
Director 11 Aug 2005
John Fletcher [(6)] Resigned 94,209 2,775 - 8,056 134,575 - 26,422 266,037
Director COB 30 June
2006
Belinda Hutchinson Ongoing 100,611 2,288 - 18,551 - 11,943 29,740 163,133
Director
Catherine Ongoing 113,063 2,288 - 10,998 - 11,849 31,015 169,213
Livingstone
Director
Charles Macek Ongoing 123,032 2,748 - 11,227 - 12,099 33,565 182,671
Director
John Stocker Ongoing 110,817 2,288 - 39,006 - 13,026 37,390 202,527
Director
Peter Willcox [(7)] Commenced 11,872 - - 1,069 - - 3,235 16,176
Director 17 May 2006
John Zeglis [(7)] Commenced 12,941 - - - - 3,235 16,176
Director 17 May 2006
Total 905,270 16,303 - 102,035 875,969 109,011 245,701 2,254,289
----- End of picture text -----

(1) Includes fees for membership on Board committees.

(2) Includes the value of the personal use of products and services.

(3) These payments relate to eligible retirement benefits payable on cessation as Directors of Telstra.

(4) Mr Ralph and Mr Clark retired as Directors of Telstra effective 11 August 2005.

(5) Under current superannuation legislation Mr Ralph did not receive superannuation benefits as he had passed his 70[th] birthday.

(6) Mr Fletcher resigned as a Director of Telstra on 30 June 2006.

(7) Mr Willcox and Mr Zeglis were appointed as Directors on 17 May 2006. Mr Zeglis is based in the United States.

(8) There are no individual contracts for service with our non-executive directors other than as described above in relation to post-employment benefits.

112

Telstra Corporation Limited and controlled entities

Australian Business Number (ABN): 33 051 775 556

Financial Report

nanc	a epor	Page
as at 30 June 2007		Number
Financial Statements
Income Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		114
Balance Sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		115
Statement of Recognised Income and Expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		116
Cash Flow	Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	117
Notes to the Financial Statements
Note 1	- Basis of preparation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	118
Note 2	- Summary of accounting policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	119
Note 3	- Earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	134
Note 4	- Dividends. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	135
Note 5	- Segment information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	137
Note 6	- Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	143
Note 7	- Profit from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	144
Note 8	- Remuneration of auditors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	148
Note 9	- Income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	149
Note 10	- Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	152
Note 11	- Trade and other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	153
Note 12	- Inventories. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	156
Note 13	- Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	157
Note 14	- Property, plant and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	158
Note 15	- Intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	162
Note 16	- Derivative financial assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	167
Note 17	- Trade and other payables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	168
Note 18	- Borrowings. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	169
Note 19	- Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	171
Note 20	- Derivative financial liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	174
Note 21	- Share capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	175
Note 22	- Reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	177
Note 23	- Retained profits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	179
Note 24	- Notes to the cash flow statement. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	180
Note 25	- Impairment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	184
Note 26	- Expenditure commitments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	186
Note 27	- Contingent liabilities and contingent assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	189
Note 28	- Post employment benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	192
Note 29	- Investments in controlled entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	200
Note 30	- Investments in jointly controlled and associated entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	209
Note 31	- Employee share plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	214
Note 32	- Key management personnel compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	228
Note 33	- Related party disclosures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	235
Note 34	- Financial and capital risk management . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	239
Note	- . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	258
Directors’ Declaration. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		259

Independent Audit Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 260

113

Telstra Corporation Limited and controlled entities

Income Statement

for the year ended 30 June 2007

	Telstra Group Year ended 30 June 2007 2006 $m $m 23,709 22,734 251 328	Telstra Entity
Note		Year ended 30 June 2007 2006 $m $m
Income Revenue (excluding finance income) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Other income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Expenses Labour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Goods and services purchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Other expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Share of net loss/(gain) from jointly controlled and associated entities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .30 Earnings before interest, income tax expense, depreciation and amortisation (EBITDA) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Depreciation and amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Earnings before interest and income tax expense (EBIT) . . . . . . . . . . . . . . . . . . . Finance income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Finance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Net finance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Profit before income tax expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Income tax expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Profit for the year. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Attributable to: Equity holders of Telstra Entity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Minority interest. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Earnings per share (cents per share) Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3		20,662 20,447 201 163
	23,960 23,062 4,017 4,364 5,151 4,701 4,924 4,427 14,092 13,492 7 (5) 14,099 13,487	20,863 20,610
		3,074 3,483 3,634 3,276 4,517 4,562
		11,225 11,321 - -
		11,225 11,321
	9,861 9,575 4,082 4,078 5,779 5,497	9,638 9,289 3,588 3,648
		6,050 5,641
	57 74 1,144 1,007 1,087 933	47 71 1,147 990
		1,100 919
	4,692 4,564 1,417 1,381	4,950 4,722 1,512 1,483
	3,275 3,183	3,438 3,239
	3,253 3,183 22 - 3,275 3,183 cents cents 26.3 25.7 26.2 25.7

The notes following the financial statements form part of the financial report.

114

Telstra Corporation Limited and controlled entities

Balance Sheet

as at 30 June 2007

	Telstra Group	Telstra Entity
Note	As at 30 June 2007 2006 $m $m 823 689 3,891 3,721 332 224 41 21 266 244 5,353 4,899 190 146 17 20 16 23 3 - 24,607 23,592 6,625 6,123 1 1 249 391 814 1,029	As at 30 June 2007 2006 $m $m
Current assets Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .10 Trade and other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11 Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12 Derivative financial assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .16 Prepayments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current assets Trade and other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11 Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12 Investments - accounted for using the equity method . . . . . . . . . . . . . . . . . . .13 Investments - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .13 Property, plant and equipment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .14 Intangible assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .15 Deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Derivative financial assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .16 Defined benefit assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .28		546 474 3,429 3,364 274 175 41 21 204 172
		4,494 4,206
		273 186 17 20 12 18 5,890 5,953 22,723 21,735 3,084 2,465 - - 249 391 784 1,004
Total non current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Current liabilities Trade and other payables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .17 Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .18 Current tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .19 Derivative financial liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .20 Revenue received in advance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current liabilities Trade and other payables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .17 Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .18 Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .19 Derivative financial liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .20 Revenue received in advance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total non current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Equity Share capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .21 Reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .22 Retained profits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .23 Equity available to Telstra Entity shareholders . . . . . . . . . . . . . . . . . . . . . . . . . Minority interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total equity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	32,522 31,325 37,875 36,224	33,032 31,772
		37,526 35,978
	4,207 3,570 2,743 1,982 449 428 628 737 177 12 1,230 1,170	3,857 3,065 3,616 3,387 413 400 568 679 177 12 968 919
	9,434 7,899	9,599 8,462
	195 197 11,619 11,442 1,513 1,705 834 974 1,328 768 372 405	58 65 11,590 11,409 1,643 1,833 787 924 1,328 768 368 400
	15,861 15,491 25,295 23,390	15,774 15,399
		25,373 23,861
	12,580 12,834 5,611 5,569 (258) (160) 6,976 7,179	12,153 12,117
		5,611 5,569 232 210 6,310 6,338
	12,329 12,588 251 246 12,580 12,834	12,153 12,117 - -
		12,153 12,117

The notes following the financial statements form part of the financial report.

115

Telstra Corporation Limited and controlled entities

Statement of Recognised Income and Expense

for the year ended 30 June 2007

	Telstra Group Year ended 30 June 2007 2006 $m $m (1) 1 (144) (36) (552) 327 573 (420) 11 - 23 962 (90) 834 (15) (256) (105) 578 3,275 3,183 3,170 3,761 3,161 3,757 9 4	Telstra Entity
		Year ended 30 June 2007 2006 $m $m
Foreign currency translation reserve Equity accounting our interest in jointly controlled and associated entities . . . . . . . Translation of financial statements of non-Australian controlled entities . . . . . . . . Cash flow hedging reserve Net hedging (losses)/gains recognised directly in equity . . . . . . . . . . . . . . . . . .22 Net hedging losses/(gains) removed from equity and included in profit for the year .22 Net hedging losses removed from equity and included in property, plant and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .22 Retained profits Actuarial gain on defined benefit plans . . . . . . . . . . . . . . . . . . . . . . . . . . . .28 Income tax on equity items . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net (expense)/income recognised directly in equity. . . . . . . . . . . . . . . . . . . . . Profit for the year. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total recognised income for the year. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Attributable to:. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Telstra Entity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Minority interest. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Effects of changes in accounting policy. . . . . . . . . . . . . . . . . . . . . . . . . . . . .		- - - - (551) 327 572 (421) 10 - 17 945
		48 851 (13) (256)
		35 595 3,438 3,239
		3,473 3,834

	3,170 3,761 - 74
		- 77

The notes following the financial statements form part of the financial report.

116

Telstra Corporation Limited and controlled entities

Cash Flow Statement

for the year ended 30 June 2007

	Telstra Group	Telstra Entity
Note	Year ended 30 June 2007 2006 $m $m 26,187 25,191 (16,049) (14,756) 10,138 10,435 (1,618) (1,882) 8,520 8,553 (4,657) (3,636) (995) (619) (5,652) (4,255) (326) (43) (4) (5)	Year ended 30 June 2007 2006 $m $m
Cash flows from operating activities Receipts from customers (inclusive of goods and services tax (GST)) . . . . . . . . . . . . Payments to suppliers and to employees (inclusive of GST) . . . . . . . . . . . . . . . . . Net cash generated by operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Income taxes paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net cash provided by operating activities. . . . . . . . . . . . . . . . . . . . . . . . . .24 Cash flows from investing activities Payments for: - property, plant and equipment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Capital expenditure (before investments) . . . . . . . . . . . . . . . . . . . . . . . . . . . . - shares in controlled entities (net of cash acquired) . . . . . . . . . . . . . . . . . . . . .24 - payments for other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		22,707 21,890 (12,925) (11,725)
		9,782 10,165 (1,584) (1,863)
		8,198 8,302
		(4,172) (3,483) (802) (502)
		(4,974) (3,985) (13) (27) (2) -
Total capital expenditure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Proceeds from: - sale of property, plant and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - sale of intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - sale of shares in controlled entities (net of cash disposed) . . . . . . . . . . . . . . . .24 - sale of other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Proceeds from finance lease principal amounts. . . . . . . . . . . . . . . . . . . . . . . . . Net cash consideration from CSL New World Mobility merger . . . . . . . . . . . . . . .24 Issue of additional shares by controlled entities . . . . . . . . . . . . . . . . . . . . . . . . Proceeds from share buy-back by jointly controlled and associated entities. . . . . . . Loan to jointly controlled and associated entities . . . . . . . . . . . . . . . . . . . . . . . Interest received . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net cash used in investing activities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Operating cash flows less investing cash flows. . . . . . . . . . . . . . . . . . . . . . . . Cash flows from financing activities Proceeds from borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Proceeds from Telstra bonds and domestic loans. . . . . . . . . . . . . . . . . . . . . . . . Repayment of borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Repayment of Telstra bonds and domestic loans. . . . . . . . . . . . . . . . . . . . . . . . Repayment of finance lease principal amounts . . . . . . . . . . . . . . . . . . . . . . . . Staff repayments of share loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .21 Purchase of shares for employee share plans . . . . . . . . . . . . . . . . . . . . . . . . .21 Finance costs paid. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 Net cash used in financing activities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net increase/(decrease) in cash and cash equivalents. . . . . . . . . . . . . . . . . . . . Cash and cash equivalents at the beginning of the year . . . . . . . . . . . . . . . . . . . Effects of exchange rate changes on cash and cash equivalents . . . . . . . . . . . . . . Cash and cash equivalents at the end of the year. . . . . . . . . . . . . . . . . . . . .24	(5,982) (4,303) 32 50 2 - 218 4 14 89 84 30 (21) 42 - 6 - 34 (24) - 56 74	(4,989) (4,012) 47 72 2 - - - 13 89 84 30 - - - - - 34 - - 48 71
	(5,621) (3,974)	(4,795) (3,716)
	2,899 4,579 5,206 3,241 373 - (3,776) (2,224) - (517) (42) (31) 17 24 - (6) (1,056) (945) (3,479) (4,970) (2,757) (5,428) 142 (849) 689 1,534 (8) 4 823 689	3,403 4,586
		5,414 3,280 373 - (4,570) (2,303) - (517) (39) (30) 17 24 - (6) (1,047) (958) (3,479) (4,970)
		(3,331) (5,480)
		72 (894) 474 1,368 - -
		546 474

The notes following the financial statements form part of the financial report.

117

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements

1. Basis of preparation

In this financial report, we, us, our, Telstra and the Telstra Group - all mean Telstra Corporation Limited, an Australian corporation and its controlled entities as a whole. Telstra Entity is the legal entity, Telstra Corporation Limited.

Our financial or fiscal year ends on 30 June. Unless we state differently the following applies;

year, fiscal year or financial year means the year ended 30 June;
balance date means the date 30 June; and
2007 means fiscal 2007 and similarly for other fiscal years.

The financial report of the Telstra Group and the Telstra Entity for the year ended 30 June 2007 was authorised for issue in accordance with a resolution of the Telstra Board of Directors on 9 August 2007.

The principal accounting policies used in preparing the financial report of the Telstra Group and the Telstra Entity are listed in note 2 to our financial statements.

1.1 Basis of preparation of the financial report

This financial report is a general purpose financial report prepared in accordance with the requirements of the Australian Corporations Act 2001 and Accounting Standards applicable in Australia. This financial report also complies with Accounting Standards and Interpretations published by the International Accounting Standards Board.

Both the functional and presentation currency of the Telstra Entity and its Australian controlled entities is Australian dollars. The functional currency of certain non Australian controlled entities is not Australian dollars. As a result, the results of these entities are translated to Australian dollars for presentation in the Telstra Group financial report.

This financial report is prepared in accordance with historical cost, except for some categories of investments, and some financial assets and liabilities (including derivative instruments) which are recorded at fair value. Cost is the fair value of the consideration given in exchange for net assets acquired.

In preparing this financial report, we are required to make judgements and estimates that impact:

income and expenses for the year;

1.2 Clarification of terminology used in our income statement

Under the requirements of AASB 101: “Presentation of Financial Statements”, we must classify all of our expenses (apart from any finance costs and our share of net gain / loss from jointly controlled and associated entities) according to either the nature (type) of the expense or the function (activity to which the expense relates). We have chosen to classify our expenses using the nature classification as it more accurately reflects the type of operations we undertake.

Earnings before interest, income tax expense, depreciation and amortisation (EBITDA) reflects our profit for the year prior to including the effect of net finance costs, income taxes, depreciation and amortisation. We believe that EBITDA is a relevant and useful financial measure used by management to measure the company’s operating performance.

Our management uses EBITDA, in combination with other financial measures, primarily to evaluate the company’s operating performance before financing costs, income tax and non-cash capital related expenses. In consideration of the capital intensive nature of our business, EBITDA is a useful supplement to net income in understanding cash flows generated from operations that are available for payment of income taxes, debt service and capital expenditure.

In addition, we believe EBITDA is useful to investors because analysts and other members of the investment community largely view EBITDA as a key and widely recognised measure of operating performance.

Earnings before interest and income tax expense (EBIT) is a similar measure to EBITDA, but takes into account the effect of depreciation and amortisation.

1.3 Rounding

All dollar amounts in this financial report (except where indicated) have been rounded to the nearest million dollars ($m) for presentation. This has been done in accordance with Australian Securities and Investments Commission (ASIC) Class Order 98/100, dated 10 July 1998, issued under section 341(1) of the Corporations Act 2001. Telstra is an entity to which this class order applies.

the reported amounts of assets and liabilities; and
the disclosure of off balance sheet arrangements, including contingent assets and contingent liabilities.

We continually evaluate our judgements and estimates. We base our judgements and estimates on historical experience, various other assumptions we believe to be reasonable under the circumstances and, where appropriate, practices adopted by international telecommunications companies. Actual results may differ from our estimates.

118

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

2. Summary of accounting policies

2.1 Changes in accounting policies

The following accounting policy changes occurred during the year ended 30 June 2007.

(i) Lease arrangements

UIG 4: "Determining Whether an Arrangement Contains a Lease" (UIG 4) became applicable to annual reporting periods beginning on or after 1 January 2006. We have applied this interpretation in our financial report for the year ended 30 June 2007 including the restatement of our comparative information.

UIG 4 requires entities to assess whether arrangements they enter into contain leases. An arrangement contains a lease if fulfilment of the arrangement is dependent on the use of specific assets and conveys a right to use those assets to the customer. The lease component of the arrangement is then separated and accounted for as either a finance or operating lease depending on the nature of the arrangement.

Some of our solutions management and outsourcing arrangements that we enter into as a service provider meet the requirements of UIG 4 as we provide the customer with the right to use dedicated equipment. We have applied this new accounting policy to these arrangements in existence at the start of our comparative period (1 July 2005). We have assessed that a number of the embedded leases in existence at 1 July 2005 are finance leases in accordance with our current accounting policy for leases and AASB 117: “Leases” as substantially all of the risks and benefits incidental to ownership of this equipment are transferred to the customer. This required property, plant and equipment identified as part of an UIG 4 arrangement to be transferred to finance lease receivable and for lease accounting to be applied post this date.

Before UIG 4 applied, we did not separately account for embedded leases within our service agreements. Fixed and leased assets were previously recognised in our balance sheet and these assets were depreciated or amortised over their economic lives. Revenue associated with the entire service agreement was accounted for in accordance with our accounting policy on service revenue.

The following impacts were recorded on the transition to UIG 4 and are applicable to both Telstra Group and Telstra Entity:

Opening Balance Sheet	Adjustments as at 1 July 2005 $m
Assets Increase in trade and other receivables (current) . Increase in trade and other receivables (non current) . . . . . . . . . . . . . . . . . . . . . . . . . . Decrease in property, plant and equipment . . . . Liabilities Increase in borrowings (current) . . . . . . . . . . . Increase in borrowings (non current) . . . . . . . .	18 51 (27
	42
	11 31
	42

The following income statement and balance sheet impacts were recorded for the year ended 30 June 2006 and are applicable to both Telstra Group and Telstra Entity:

Income Statement	Adjustments to 30 June 2006 $m
Decrease in revenue (excluding finance income) . Decrease in goods and services purchased. . . . . Decrease in EBITDA . . . . . . . . . . . . . . . . . . . Decrease in depreciation and amortisation . . . .	(38) (29)
	(9) (9)
Adjustment to EBIT . . . . . . . . . . . . . . . . . . . Increase in finance income . . . . . . . . . . . . . . Increase in finance costs. . . . . . . . . . . . . . . . Increase in income tax expense . . . . . . . . . . . Increase in profit for the year. . . . . . . . . . . .	- 8 5 1
	2

There has been no impact on basic and diluted earnings per share for the year ended 30 June 2006 as a result of the adoption of UIG 4.

Details of the impact on the transition to UIG 4 and to comparative information were disclosed in our 31 December 2006 half-year financial report. We have subsequently made certain amendments to those impacts based on further analysis and clarity around the interpretation and application of UIG 4. Specifically, certain arrangements that were initially thought to contain embedded leases at 31 December 2006 have subsequently been determined not to contain a lease per the definition in UIG 4. As such, the revised impacts of UIG 4, as detailed below, are lower than those disclosed in our 31 December 2006 half-year financial report.

119

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

2. Summary of accounting policies (continued)

2.1 Change in accounting policies (continued)

2.2 Principles of consolidation

(i) Lease arrangements (continued)


Balance Sheet	Adjustments as at 30 June 2006 $m
Assets Increase in trade and other receivables (current) Increase in trade and other receivables (non current) . . . . . . . . . . . . . . . . . . . . . . . . . Decrease in property, plant and equipment . . . Increase in total assets. . . . . . . . . . . . . . . Liabilities Increase in borrowings (current) . . . . . . . . . . Increase in borrowings (non current) . . . . . . . Increase in deferred tax liabilities . . . . . . . . . Increase in total liabilities. . . . . . . . . . . . . Increase in net assets. . . . . . . . . . . . . . . . Equity Increase in retained profits . . . . . . . . . . . . . Increase in total equity. . . . . . . . . . . . . . .	20 59 (30)
	49
	13 33 1
	47
	2
	2
	2

Comparative note disclosures have been restated based on our interpretation of UIG 4. Note 11 discloses details of our finance lease receivable and note 26 discloses our lease commitments.

We have also restated the cash flow statement for fiscal 2006 based on our interpretation of UIG 4. For the Telstra Group and Telstra Entity, net cash provided by operating activities has decreased by $9 million, net cash used in investing activities has decreased by $38 million and net cash used in financing activities has increased by $29 million. There is no impact of UIG 4 on net cash.

(ii) Financial guarantees

AASB 2005-9: “Amendments to Australian Accounting Standards” became applicable to annual reporting periods beginning on or after 1 January 2006. We have applied this standard in our financial report for the year ended 30 June 2007.

From 1 January 2007 liabilities arising from the issue of financial guarantee contracts need to be recognised on the balance sheet. The financial guarantee contracts that we have identified were not significant and as such there has been no impact on our balance sheet, income statement or cash flow statement.

The consolidated financial report includes the assets and liabilities of the Telstra Entity and its controlled entities as a whole as at the end of the year and the consolidated results and cash flows for the year. The effect of all intergroup transactions and balances are eliminated in full from our consolidated financial statements.

Where we do not control an entity for the entire year, results and cash flows for those entities are only included from the date on which control commences, or up until the date on which there is a loss of control.

Our consolidated retained profits include retained profits/ accumulated losses of controlled entities from the time they became a controlled entity until control ceases. Minority interests in the results and equity of controlled entities are shown separately in our consolidated income statement and consolidated balance sheet.

The financial statements of controlled entities are prepared for the same reporting period as the Telstra Entity, using consistent accounting policies. Adjustments are made to bring into line any dissimilar accounting policies.

An entity is considered to be a controlled entity where we are able to dominate decision making, directly or indirectly, relating to the financial and operating policies of that entity so as to obtain benefits from its activities.

We account for the acquisition of our controlled entities using the purchase method of accounting. This involves recognising the acquiree’s identifiable assets, liabilities and contingent liabilities at their fair value at the date of acquisition. Any excess of the cost of acquisition over our interest in the fair value of the acquiree’s identifiable assets, liabilities and contingent liabilities is recognised as goodwill.

2.3 Foreign currency translation

(a) Transactions and balances

Foreign currency transactions are converted into the relevant functional currency at market exchange rates applicable at the date of the transactions. Amounts payable or receivable in foreign currencies at balance date are converted into the relevant functional currency at market exchange rates at balance date. Any currency translation gains and losses that arise are included in our profit or loss for the year. Where we enter into a hedge for a specific expenditure commitment or for the construction of an asset, hedging gains and losses are accumulated in equity over the period of the hedge and are transferred to the carrying value of the asset upon completion, or included in the income statement at the same time as the discharge of the expenditure commitment. Refer to note 2.22 for further details.

120

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

2. Summary of accounting policies (continued)

2.3 Foreign currency translation (continued)

(b) Translation of financial reports of foreign operations that have a functional currency that is not Australian dollars

The consolidated financial statements are presented in Australian dollars, which is the functional and presentation currency of Telstra Corporation Limited.

Our operations include subsidiaries, associates, and jointly controlled entities, the activities and operations of which are in an economic environment where the functional currency is not Australian dollars. The financial statements of these entities are translated to Australian dollars (our presentation currency) using the following method:

assets and liabilities are translated into Australian dollars using market exchange rates at balance date;
equity at the date of investment is translated into Australian dollars at the exchange rate current at that date. Movements postacquisition (other than retained profits/ accumulated losses) are translated at the exchange rates current at the dates of those movements;
income statements are translated into Australian dollars at average exchange rates for the year, unless there are significant identifiable transactions, which are translated at the exchange rate that existed on the date of the transaction; and
currency translation gains and losses are recorded in the foreign currency translation reserve.

An allowance for doubtful debts is raised based on a review of outstanding amounts at balance date. Bad debts specifically provided for in previous years are eliminated against the allowance for doubtful debts. In all other cases, bad debts are written off as an expense directly in the income statement.

2.6 Inventories

Our finished goods include goods available for sale, and material and spare parts to be used in constructing and maintaining the telecommunications network. We value inventories at the lower of cost and net realisable value.

For the majority of inventory items we assign cost using the weighted average cost basis. For materials used in the production of directories the ‘first in first out’ basis is used for assigning cost.

Net realisable value of items expected to be sold is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs incurred in marketing, selling and distribution. It approximates fair value less costs to sell.

Net realisable value of items expected to be consumed, for example used in the construction of another asset, is the net value expected to be earned through future use.

2.7 Construction contracts

(a) Valuation

Refer to note 2.22 for details regarding our accounting policy for foreign currency monetary items and derivative financial instruments that are used to hedge our net investment in entities which have a functional currency not in Australian dollars.

We record construction contracts in progress at cost (including any profits recognised) less progress billings and any provision for foreseeable losses.

2.4 Cash and cash equivalents

Cost includes:

Cash and cash equivalents include cash at bank and on hand, bank deposits, bills of exchange and commercial paper with an original maturity date not greater than three months.

Bank deposits are recorded at amounts to be received.

Bills of exchange and commercial paper are classified as ‘availablefor-sale’ financial assets and are therefore held at fair value. The carrying amount of these assets approximates their fair value due to the short term to maturity.

both variable and fixed costs directly related to specific contracts;
amounts which can be allocated to contract activity in general and which can be allocated to specific contracts on a reasonable basis; and
costs expected to be incurred under penalty clauses, warranty provisions and other variances.

Where a significant loss is estimated to be made on completion, a provision for foreseeable losses is brought to account and recorded against the gross amount of construction work in progress.

2.5 Trade and other receivables

Trade debtors and other receivables are initially recorded at the fair value of the amounts to be received and are subsequently measured at amortised cost using the effective interest method.

121

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

2. Summary of accounting policies (continued)

2.7 Construction contracts (continued)

(b) Recognition of profit

Profit is recognised on an individual project basis using the percentage of completion method. The percentage of completion is calculated based on estimated costs of completion, refer to note 2.17(d) for further details.

Profits are recognised when:

Where the equity accounted amount of our investment in an entity falls below zero, we suspend the equity method of accounting and record the investment at zero. When this occurs, the equity method of accounting does not recommence until our share of profits and reserves exceeds the cumulative prior years share of losses and reserve reductions.

Where we have long term assets that in substance form part of our investment in equity accounted interests and the equity accounted amount of investment falls below zero, we reduce the value of the assets in proportion with our cumulative losses.

the stage of contract completion can be reliably determined;
costs to date can be clearly identified; and
total contract revenues to be received and costs to complete can be reliably estimated.

(c) Disclosure

The construction work in progress balance is recorded in current inventories after deducting progress billings. Where progress billings exceed the balance of construction work in progress, the net amount is shown as a current liability within trade and other payables.

2.8 Investments

(a) Controlled entities

Investments in controlled entities are recorded at cost less impairment of the investment value.

Where we hedge the value of our investment in an overseas controlled entity, the hedge is accounted for in accordance with note 2.22.

(b) Jointly controlled and associated entities

(i) Jointly controlled entities

A jointly controlled entity is a contractual arrangement (in the form of an entity) whereby two or more parties take on an economic activity which is governed by joint control. Joint control involves the contractually agreed sharing of control over an entity where two or more parties must consent to all major decisions. Our interests in jointly controlled entities, including partnerships, are accounted for using the equity method of accounting in the Telstra Group financial statements and the cost method in the Telstra Entity financial statements.

Under the equity method of accounting, we adjust the initial recorded amount of the investment for our share of:

profits or losses for the year after tax since the date of investment;
reserve movements since the date of investment;
unrealised profits or losses;

(ii) Associated entities

Where we hold an interest in the equity of an entity, generally of between 20% and 50%, and are able to apply significant influence to the decisions of the entity, that entity is an associated entity. Associated entities are accounted for using the equity method of accounting in the Telstra Group financial statements and the cost method in the Telstra Entity financial statements.

(c) Jointly controlled assets

A jointly controlled asset involves the joint control of one or more assets acquired and dedicated for the purpose of a joint venture. The assets are used to obtain benefits for the venturers. Where the asset is significant we record our share of the asset. We record expenses based on our percentage ownership interest of the jointly controlled asset.

(d) Listed securities and investments in other corporations

Our investments in listed securities and in other corporations are classified as ‘available-for-sale’ financial assets and as such are measured at fair value at each reporting date.

Fair values are calculated on the following basis:

for listed securities traded in an organised financial market, we use the current quoted market bid price at balance date; and
for investments in unlisted entities whose securities are not traded in an organised financial market, we establish fair value by using valuation techniques, including reference to discounted cash flows and fair values of recent arms length transactions involving instruments that are substantially the same.

We remeasure the fair value of our investments in listed securities and other corporations at each reporting date. Any gains or losses are recognised in equity until we dispose of the investment, or we determine it to be impaired, at which time we transfer all cumulative gains and losses to the income statement.

Purchases and sales of investments are recognised on settlement date being the date on which we receive or deliver an asset.

dividends or distributions received; and
deferred profit brought to account.

122

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

2.Summary of accounting policies (continued)

2.9 Impairment

(a) Non-financial assets

Our tangible and intangible assets (excluding inventories, assets arising from construction contracts, deferred tax assets, defined benefit assets and financial assets) are measured using the cost basis and are written down to recoverable amount where their carrying value exceeds recoverable amount.

Assets with an indefinite useful life are not subject to amortisation and are tested on an annual basis for impairment, or where an indication of impairment exists. Assets that are subject to amortisation are reviewed for impairment wherever events or changes in circumstances indicate that the carrying amount may not be recoverable.

The recoverable amount of an asset is the higher of its fair value less costs to sell or its value in use. Value in use represents the present value of the future amount expected to be recovered through the cash inflows and outflows arising from the asset’s continued use and subsequent disposal. We recognise any reduction in the carrying value as an expense in the income statement in the reporting period in which the impairment loss occurs.

In determining value in use, we apply management judgement in establishing forecasts of future operating performance, as well as the selection of growth rates, terminal rates and discount rates. These judgements are applied based on our understanding of historical information and expectations of future performance.

The expected net cash flows included in determining recoverable amounts of our assets are discounted to present values using a market determined, risk adjusted, discount rate. When determining an appropriate discount rate, we use the weighted average cost of capital (WACC) as an initial point of reference, adjusted for specific risks associated with each different category of assets assessed.

For assets that do not generate largely independent cash inflows, the recoverable amount is determined for the cash generating unit to which that asset belongs. Our cash generating units (CGUs) are determined according to the lowest level of aggregation for which an active market exists and the assets involved create largely independent cash inflows.

We apply management judgement to establish our CGUs. We have determined that assets which form part of our ubiquitous telecommunications network work together to generate net cash flows. No one item of telecommunications equipment is of any value without the other assets to which it is connected in order to achieve the delivery of products and services. As a result, we have determined that the ubiquitous telecommunications network is a single CGU. We have referred to this CGU as the Telstra Entity CGU in our financial report.

The Telstra Entity CGU excludes the hybrid fibre coaxial (HFC) cable network, which we consider not to be integrated with the rest of our telecommunications network.

(b) Financial assets

At each reporting date we assess whether there is objective evidence to suggest that any of our financial assets are impaired.

For financial assets held at fair value, we consider the financial asset to be impaired when there has been an extended period in which the fair value of the financial asset has been below the acquisition cost and the decline in fair value is not expected to be recovered. At this time, all revaluation losses in relation to impaired financial assets that have been accumulated within equity are recognised in the income statement.

For financial assets held at cost or amortised cost, we consider the financial asset to be impaired when there is a difference between the carrying value and the present value of estimated discounted future cash flows. Any impairment losses are recognised immediately in the income statement.

2.10 Property, plant and equipment

(a) Acquisition

Items of property, plant and equipment are recorded at cost and depreciated as described in note 2.10(b). The cost of our constructed property, plant and equipment includes:

the cost of material and direct labour;
an appropriate proportion of direct and indirect overheads; and
where we have an obligation for removal of the asset or restoration of the site, an estimate of the cost of restoration or removal if that cost can be reliably estimated.

Where settlement of any part of the cash consideration is deferred, the amounts payable in the future are discounted to their present value as at the date of acquisition. The unwinding of this discount is recorded within finance costs.

We account for our assets individually where it is practical and feasible and in line with commercial practice. Where it is not practical and feasible, we account for assets in groups. Group assets are automatically removed from our financial statements on reaching the group life. Therefore, any individual asset may be physically retired before or after the group life is attained. This is the case for certain communication assets as we assess our technologies to be replaced by a certain date.

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Notes to the Financial Statements (continued)

2.Summary of accounting policies (continued)

2.10 Property, plant and equipment (continued)

(b) Depreciation

Items of property, plant and equipment, including buildings and leasehold property, but excluding freehold land, are depreciated on a straight line basis to the income statement over their estimated service lives. We start depreciating assets when they are installed and ready for use.

The service lives of our significant items of property, plant and equipment are as follows:

	Telstra Group
Property, plant and equipment	As at 30 June 2007 2006
	Service life (years) Service life (years)
Buildings -building shell. . . . . . . . - general purpose . . . . . - fitout . . . . . . . . . . . . Communication assets Buildings - building shell . . . . . . . - network. . . . . . . . . . . - fitout . . . . . . . . . . . . Customer premises equipment . . . . Transmission equipment. . . . . . . . Switching equipment. . . . . . . . . . Mobile equipment. . . . . . . . . . . . Cables . . . . . . . . . . . . . . . . . . . Ducts and pipes - main cables. . . . . - distribution . . . . . Other communications plant . . . . . Other assets Leasehold plant and equipment . . . Other plant, equipment and motor vehicles . . . . . . . . . . . . . . . . . .	55 55 8 - 40 8 - 40 10 - 20 10 - 20 55 55 8 - 40 8 - 40 10 - 20 10 - 20 3 - 8 3 - 8 1 - 25 2 - 25 2 - 12 4 - 12 1 - 10 2 - 10 4 - 25 5 - 25 40 40 30 30 1 - 30 1 - 30 3 - 15 3 - 15 3 - 15 3 - 15

The service lives and residual values of our assets are reviewed each year. We apply management judgment in determining the service lives of our assets. This assessment includes a comparison with international trends for telecommunication companies, and in relation to communication assets, includes a determination of when the asset may be superseded technologically or made obsolete.

Our major repairs and maintenance expenses relate to maintaining our exchange equipment and the customer access network. We charge the cost of repairs and maintenance, including the cost of replacing minor items, which are not substantial improvements, to operating expenses.

2.11 Leased plant and equipment

We distinguish between finance leases, which effectively transfer substantially all the risks and benefits incidental to ownership of the leased asset from the lessor to the lessee, from operating leases under which the lessor effectively retains all such risks and benefits.

(a) Telstra as a lessee

Where we acquire non current assets via a finance lease, the lower of the fair value of the asset and the present value of future minimum lease payments is capitalised as equipment under finance lease at the beginning of the lease term. Capitalised lease assets are depreciated on a straight line basis over the shorter of the lease term or the expected useful life of the assets. A corresponding liability is also established and each lease payment is allocated between the liability and finance charges.

Operating lease payments are charged to the income statement on a straight line basis over the term of the lease.

Where we lease properties, costs of improvements to these properties are capitalised as leasehold improvements and amortised over the shorter of the useful life of the improvements or the term of the lease.

(b) Telstra as a lessor

Where we lease non current assets via a finance lease, a lease receivable equal to the present value of the minimum lease payments receivable plus the present value of any unguaranteed residual value expected to accrue at the end of the lease term is recognised at the beginning of the lease term. Finance lease payments are allocated between interest revenue and a reduction of the lease receivable over the term of the lease in order to reflect a constant periodic rate of return on the net investment outstanding in respect of the lease.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease.

The net effect of the reassessment of service lives for fiscal 2007 was a decrease in our depreciation expense of $26 million (2006: $66 million increase) for the Telstra Group and a decrease of $41 million (2006: $66 million increase) for the Telstra Entity.

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Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

2.Summary of accounting policies (continued)

2.12 Intangible assets

Intangible assets are assets that have value, but do not have physical substance. In order to be recognised, an intangible asset must be either separable or arise from contractual or other legal rights.

(a) Goodwill

On the acquisition of investments in controlled entities, jointly controlled and associated entities, when we pay an amount greater than the fair value of the net identifiable assets of the entity, this excess is recognised as goodwill in the Telstra Group balance sheet. We calculate the amount of goodwill as at the date of purchasing our ownership interest in the entity.

When we purchase an entity that we will control, the amount of goodwill is recorded in intangible assets. When we acquire a jointly controlled or associated entity, the goodwill amount is included as part of the cost of the investment.

Goodwill is not amortised but is tested for impairment in accordance with note 2.9 on an annual basis or when an indication of impairment exists.

Intangible assets that are considered to have a finite life are amortised on a straight line basis over the period of expected benefit. Intangible assets that are considered to have an indefinite life are not amortised but tested for impairment in accordance with note 2.9 on an annual basis, or where an indication of impairment exists.

Our acquired intangible assets include mastheads, patents, trademarks, licences, brandnames and customer bases.

(d) Deferred expenditure

Deferred expenditure mainly includes costs incurred for basic access installation and connection fees for in place and new services, and direct incremental costs of establishing a customer contract.

Significant items of expenditure are deferred to the extent that they are recoverable from future revenue and will contribute to our future earning capacity. Any costs in excess of future revenue are recognised immediately in the income statement. Handset subsidies are considered to be separate units of accounting and expensed as incurred.

We amortise deferred expenditure over the average period in which the related benefits are expected to be realised.

(b) Internally generated intangible assets

(e) Amortisation

Research costs are recorded as an expense as incurred. Development costs are capitalised if the project is technically and commercially feasible and we have sufficient resources to complete the development.

Software assets

We record direct costs associated with the development of business software for internal use as software assets if the development costs satisfy the criteria for capitalisation described above.

Costs included in software assets developed for internal use are:

external direct costs of materials and services consumed; and
payroll and direct payroll-related costs for employees (including contractors) directly associated with the project.

Software assets developed for internal use have a finite life and are amortised on a straight line basis over their useful lives to us. Amortisation commences once the software is ready for use.

(c) Acquired intangible assets

We acquire other intangible assets either as part of a business combination or through separate acquisition. Intangible assets acquired in a business combination are recorded at their fair value at the date of acquisition and recognised separately from goodwill. On initial acquisition, we apply management judgement to determine the appropriate allocation of purchase consideration to the assets being acquired, including goodwill and identifiable intangible assets.

The average amortisation periods of our identifiable intangible assets are as follows:

are as follows:
	Telstra Group
Identifiable intangible assets	As at 30 June 2007 2006
	Expected benefit (years) Expected benefit (years)
Software assets . . . . . . . . . . . . . . . Patents and trademarks. . . . . . . . . . . Licences . . . . . . . . . . . . . . . . . . . . Brandnames . . . . . . . . . . . . . . . . . Customer bases . . . . . . . . . . . . . . . Deferred expenditure . . . . . . . . . . . .	6 6 18 19 14 12 18 19 10 11 4 4

The service lives of our identifiable intangible assets are reviewed each year. Any reassessment of service lives in a particular year will affect the amortisation expense (either increasing or decreasing) through to the end of the reassessed useful life for both that current year and future years. The net effect of the reassessment for fiscal 2007 was a decrease in our amortisation expense of $25 million (2006: $160 million increase) for the Telstra Group and a decrease of $25 million (2006: $145 million increase) for the Telstra Entity.

125

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

2.Summary of accounting policies (continued)

2.12 Intangible assets (continued)

(e) Amortisation (continued)

In relation to acquired intangible assets, we apply management judgement to determine the amortisation period based on the expected useful lives of the respective assets. In some cases, the useful lives of certain acquired intangible assets are supported by external valuation advice on acquisition. In addition, we apply management judgement to assess annually, the indefinite useful life assumption applied to certain acquired intangible assets.

2.13 Trade and other payables

Trade and other payables, including accruals, are recorded when we are required to make future payments as a result of purchases of assets or services. Trade and other payables are carried at amortised cost.

2.14 Borrowings

Borrowings are included as non current liabilities except for those with maturities less than twelve months from the balance sheet date, which are classified as current liabilities.

Borrowing costs are recognised as an expense in our income statement when incurred.

Our borrowings fall into two categories:

(a) Borrowings in a designated hedging relationship

Our offshore borrowings which are designated as hedged items are subject to either fair value or cash flow hedges. The method by which they are hedged determines their accounting treatment.

Borrowings subject to fair value hedges are recognised initially at fair value. The carrying amount of our borrowings in fair value hedges (to hedge against changes in value due to interest rate or currency movements) is adjusted for fair value movements attributable to the hedged risk. Fair value is calculated using valuation techniques which utilise data from observable markets. Assumptions are based on market conditions existing at each balance date. The fair value is calculated as the present value of the estimated future cash flows using an appropriate market based yield curve which is independently derived and representative of Telstra’s cost of borrowing. These borrowings are remeasured each reporting period and the gains or losses are recognised in the income statement along with the associated gains or losses on the hedging instrument.

Borrowings subject to cash flow hedges (to hedge against currency movements) are recognised initially at fair value based on the applicable spot price plus any transaction costs that are directly attributable to the issue of the borrowing. These borrowings are subsequently carried at amortised cost, translated at the applicable spot exchange rate at reporting date. Any difference between the final amount paid to discharge the borrowing and the initial borrowing proceeds is recognised in the income statement over the borrowing period using the effective interest method.

Currency gains or losses on the borrowings are recognised in the income statement, along with the associated gains or losses on the hedging instrument, which have been transferred from the cash flow hedging reserve to the income statement at the completion of the transaction.

(b) Borrowings not in a designated hedging relationship

Borrowings not in a designated hedging relationship include commercial paper borrowings, Telstra bonds and domestic loans, unsecured promissory notes and other borrowings.

All such instruments are initially recognised at fair value plus any transaction costs that are directly attributable to the issue of the instruments and are subsequently measured at amortised cost. Any difference between the final amount paid to discharge the borrowing and the initial borrowing proceeds (including transaction costs) is recognised in the income statement over the borrowing period using the effective interest method.

2.15 Provisions

Provisions are recognised when the group has:

a present legal or constructive obligation to make a future sacrifice of economic benefits as a result of past transactions or events;
it is probable that a future sacrifice of economic benefits will arise; and
a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at reporting date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

(a) Employee benefits

We accrue liabilities for employee benefits to wages and salaries, annual leave and other current employee benefits at their nominal amounts. These are calculated based on remuneration rates expected to be current at the date of settlement and include related on costs.

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Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

2. Summary of accounting policies (continued)

2.15 Provisions (continued)

2.16 Share capital

(a) Employee benefits (continued)

Certain employees who have been employed by Telstra for at least ten years are entitled to long service leave of three months (or more depending on the actual length of employment), which is included in our employee benefits provision.

Issued and paid up capital is recognised at the fair value of the consideration received by the Company.

Any transaction costs arising on the issue of ordinary shares are recognised directly in equity, net of tax, as a reduction of the share proceeds received.

We accrue liabilities for other employee benefits not expected to be paid or settled within 12 months of balance date, including long service leave, at the present values of future amounts expected to be paid. This is based on projected increases in wage and salary rates over an average of 10 years, experience of employee departures and periods of service. We calculate present values using rates based on government guaranteed securities with similar due dates to our liabilities.

We apply management judgment in estimating the following key assumptions used in the calculation of our long service leave provision at reporting date:

weighted average projected increases in salaries;

Where we undertake a share buy-back, contributed equity is reduced in accordance with the structure of the buy-back arrangement. Costs associated with the buy-back, net of tax, are also deducted from contributed equity. We also record the purchase of Telstra Entity shares by our employee share plan trusts as a reduction in share capital.

Share based remuneration associated with our employee share plans is recognised as additional share capital. Non-recourse loans provided to employees to participate in these employee share plans are recorded as a reduction in share capital.

Refer to note 2.21 for further details regarding our accounting for employee share plans.

weighted average discount rate; and
leave taking rate.

Refer to note 19 for further details on the key management judgements used in the calculation of our long service leave provision.

(b) Workers’ compensation

We self insure our workers’ compensation liabilities. We take up a provision for the present value of these estimated liabilities, based on an actuarial review of the liability. This review includes assessing actual accidents and estimating claims incurred but not reported. Present values are calculated using appropriate rates based on the risks specific to the liability with similar due dates.

2.17 Revenue recognition

Sales revenue

Our categories of sales revenue are recorded after deducting sales returns, trade allowances, discounts, sales incentives, duties and taxes.

(a) Rendering of services

Revenue from the provision of our telecommunications services includes telephone calls and other services and facilities provided, such as internet and data.

Certain controlled entities do not self insure, but pay annual premiums to third party insurance companies for their workers’ compensation liabilities.

(c) Redundancy and restructuring costs

We recognise a provision for redundancy costs when a detailed formal plan for the redundancies has been developed and a valid expectation has been created that the redundancies will be carried out in respect of those employees likely to be affected.

We recognise a provision for restructuring when a detailed formal plan has been approved and we have raised a valid expectation in those affected by the restructuring that the restructuring will be carried out.

We record revenue earned from:

telephone calls on completion of the call; and
other services generally at completion, or on a straight line basis over the period of service provided, unless another method better represents the stage of completion.

Installation and connection fee revenues are deferred and recognised over the average estimated customer life. Incremental costs directly related to these revenues are also deferred and amortised over the customer contract life in accordance with note 2.12(d).

In relation to basic access installation and connection revenue, we apply our management judgement to determine the estimated customer contract life. Based on our reviews of historical information and customer trends, we have determined that our average estimated customer life is 5 years (2006: 5 years).

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Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

2. Summary of accounting policies (continued)

2.17 Revenue recognition (continued)

Sales revenue (continued)

(b) Sale of goods

Our revenue from the sale of goods includes revenue from the sale of customer equipment and similar goods. This revenue is recorded on delivery of the goods sold.

Generally we record the full gross amount of sales proceeds as revenue, however if we are acting as an agent under a sales arrangement, we record the revenue on a net basis, being the gross amount billed less the amount paid to the supplier. We review the facts and circumstances of each sales arrangement to determine if we are an agent or principal under the sale arrangement.

(c) Rent of network facilities

All of our Yellow Pages® and White Pages® directory revenues are recognised on delivery of the published directories using the delivery method. We consider our directories delivered when they have been published and delivered to customers’ premises. Revenue from online directories is recognised over the life of service agreements, which is on average one year. Voice directory revenues are recognised at the time of providing the service to customers.

(f) Royalties

Royalty revenue is recognised on an accrual basis in accordance with the substance of the relevant agreements.

(g) Interest revenue

We record interest revenue on an accruals basis. For financial assets, interest revenue is determined by the effective yield on the instrument.

We earn rent mainly from access to retail and wholesale fixed and mobile networks and from the rent of dedicated lines, customer equipment, property, plant and equipment and other facilities. The revenue from providing access to the network is recorded on an accrual basis over the rental period.

(d) Construction contracts

We record construction revenue on a percentage of contract completion basis. The percentage of completion of contracts is calculated based on estimated costs to complete the contract.

Our construction contracts are classified according to their type. There are three types of construction contracts, these being material intensive, labour intensive and short duration. Revenue is recognised on a percentage of completion basis using the appropriate measures as follows:

Revenue arrangements with multiple deliverables

Where two or more revenue-generating activities or deliverables are sold under a single arrangement, each deliverable that is considered to be a separate unit of accounting is accounted for separately. When the deliverables in a multiple deliverable arrangement are not considered to be separate units of accounting, the arrangement is accounted for as a single unit.

We allocate the consideration from the revenue arrangement to its separate units based on the relative fair values of each unit. If the fair value of the delivered item is not available, then revenue is allocated based on the difference between the total arrangement consideration and the fair value of the undelivered item. The revenue allocated to each unit is then recognised in accordance with our revenue recognition policies described above.

2.18 Taxation

(actual costs / planned costs) x planned revenue - for material intensive projects;
(actual labour hours / planned labour hours) x planned revenue - for labour intensive projects; and
short duration projects are those that are expected to be completed within a month and revenues and costs are recognised on completion.

(e) Advertising and directory services

Classified advertisements and display advertisements are published on a daily, weekly and monthly basis for which revenues are recognised at the time the advertisement is published.

(a) Income taxes

Our income tax expense represents the sum of current tax and deferred tax. Current tax is calculated on accounting profit after allowing for non-taxable and non-deductible items based on the amount expected to be paid to taxation authorities on taxable profit for the period. Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled. Both our current tax and deferred tax are calculated using tax rates that have been enacted or substantively enacted at reporting date.

We apply the balance sheet liability method for calculating our deferred tax. Deferred tax is the expected tax payable or recoverable on all taxable and deductible temporary differences determined with reference to the tax bases of assets and liabilities and their carrying amount for financial reporting purposes as at the reporting date.

128

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

2. Summary of accounting policies (continued)

2.18 Taxation (continued)

(a) Income taxes (continued)

We generally recognise deferred tax liabilities for all taxable temporary differences, except to the extent that the deferred tax liability arises from:

Under our tax funding arrangements, amounts receivable recognised by the Telstra Entity for the current tax payable assumed of our wholly owned entities are booked as a current receivable. Amounts payable recognised by the Telstra Entity for the current tax receivable assumed of our wholly owned entities are booked as a current payable. Amounts relating to unused tax losses and tax credits of the wholly owned entities assumed by the Telstra Entity are recorded as dividend revenue.

the initial recognition of goodwill; or
the initial recognition of an asset or liability in a transaction that is not a business combination and affects neither our accounting profit or taxable income at the time of the transaction.

In respect of our investments in subsidiaries, jointly controlled and associated entities, we recognise deferred tax liabilities for all taxable temporary differences, except where we are able to control the timing of our temporary difference reversal and it is probable that the temporary difference will not reverse in the foreseeable future.

We offset deferred tax assets and deferred tax liabilities in the balance sheet where they relate to income taxes levied by the same taxation authority and to the extent that we intend to settle our current tax assets and liabilities on a net basis. Our deferred tax assets and deferred tax liabilities are netted within the tax consolidated group, as these deferred tax balances relate to the same taxation authority. We do not net deferred tax balances between controlled entities, apart from those within the tax consolidated group.

(b) Goods and Services Tax (GST) (including other value added taxes)

Subject to the exceptions described above, we generally recognise deferred tax assets for all deductible temporary differences and for the carry forward of unused tax losses and tax credits. These tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax losses and tax credits can be utilised.

In respect of our investments in subsidiaries, jointly controlled and associated entities, we recognise deferred tax assets for all deductible temporary differences provided it is probable that our temporary differences will reverse in the future and taxable profit will be available against which our temporary differences can be utilised.

We record our revenue, expenses and assets net of any applicable goods and services tax (GST), except where the amount of GST incurred is not recoverable from the Australian Taxation Office (ATO). In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item.

Receivables and payables balances include GST where we have either included GST in our price charged to customers or a supplier has included GST in their price charged to us. The net amount of GST due, but not paid, to the ATO is included under payables.

2.19 Earnings per share

The carrying amount of our deferred tax assets is reviewed at each reporting date. We reduce the carrying amount to the extent that it is no longer probable that sufficient taxable profit will be available to allow the benefit of part or the entire deferred tax asset to be utilised. At each reporting date, we subsequently reassess our unrecognised deferred tax assets to determine whether it has become probable that future taxable profit will allow this deferred tax asset to be recovered.

(a) Basic earnings per share

Basic earnings per share (EPS) is determined by dividing the profit attributable to ordinary shareholders after tax, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the period.

(b) Diluted earnings per share

Our current and deferred tax is recognised as an expense in the income statement, except when it relates to items directly debited or credited to equity, in which case our current and deferred tax is also recognised directly in equity.

The Telstra Entity and its Australian resident wholly owned entities elected to form a tax consolidated group from 1 July 2002. The Telstra Entity, as the head entity in the tax consolidated group, recognises in addition to its transactions, the current tax liabilities and the deferred tax assets arising from unused tax losses and tax credits for all entities in the group. The Telstra Entity and the entities in the tax consolidated group account for their own current tax expense and deferred tax amounts arising from temporary differences. These tax amounts are measured as if each entity in the tax consolidated group continues to be a separate taxpayer within the group.

Diluted earnings per share is calculated by dividing the profit attributable to ordinary shareholders after tax by the weighted average number of ordinary shares outstanding during the period (adjusted for the effects of the instruments in the Telstra Growthshare Trust and the Telstra Employee Share Ownership Plans).

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Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

2. Summary of accounting policies (continued)

2.20 Post-employment benefits

(a) Defined contribution plans

Our commitment to defined contribution plans is limited to making contributions in accordance with our minimum statutory requirements. We do not have any legal or constructive obligation to pay further contributions if the fund does not hold sufficient assets to pay all employee benefits relating to current and past employee services.

Actuarial gains and losses are based on an actuarial valuation of each defined benefit plan at reporting date. Actuarial gains and losses represent the differences between previous actuarial assumptions of future outcomes and the actual outcome, in addition to the effect of changes in actuarial assumptions.

We apply judgment in estimating the following key assumptions used in the calculation of our defined benefit assets at reporting date:

discount rates;
salary inflation rate; and

Contributions to defined contribution plans are recorded as an expense in the income statement as the contributions become payable. We recognise a liability when we are required to make future payments as a result of employee services provided.

(b) Defined benefit plans

We currently sponsor a number of post-employment benefit plans. As these plans have elements of both defined contribution and defined benefit, these hybrid plans are treated as defined benefit plans.

At reporting date, where the fair value of the plan assets exceeds the present value of the defined benefit obligations, the net surplus is recognised as an asset. We recognise the asset as we have the ability to control this surplus to generate future funds that are available to us in the form of reductions in future contributions or as a cash refund.

At reporting date, where the fair value of the plan assets is less than the present value of the defined benefit obligations, the net deficit would be recognised as a liability.

Fair value is used to determine the value of the plan assets at reporting date and is calculated by reference to the net market values of the plan assets.

Defined benefit obligations are based on the expected future payments required to settle the obligations arising from current and past employee services. This obligation is influenced by many factors, including final salaries and employee turnover. We engage qualified actuaries to calculate the present value of the defined benefit obligations. These obligations are measured net of tax.

The actuaries use the projected unit credit method to determine the present value of the defined benefit obligations of each plan. This method determines each year of service as giving rise to an additional unit of benefit entitlement. Each unit is measured separately to calculate the final obligation. The present value is determined by discounting the estimated future cash outflows using rates based on government guaranteed securities with similar due dates to these expected cash flows.

We recognise all our defined benefit costs in the income statement with the exception of actuarial gains and losses that are recognised directly in equity via retained profits. Components of defined benefit costs include current and past service cost, interest cost and expected return on assets.

expected return on plan assets.

The estimates applied in the actuarial calculation have a significant impact on the reported amount of our defined benefit plan assets. If the estimates prove to be incorrect, the carrying value of our defined benefit assets may be materially impacted in the next reporting period. Additional volatility may also potentially be recorded in retained profits to reflect differences between actuarial assumptions of future outcomes applied at the current reporting date and the actual outcome in the next annual reporting period.

Refer to note 28 for details on the key estimates used in the calculation of our defined benefit assets.

2.21 Employee share plans

We own 100% of the equity of Telstra ESOP Trustee Pty Ltd, the corporate trustee for the Telstra Employee Share Ownership Plan Trust (TESOP97) and Telstra Employee Share Ownership Plan Trust II (TESOP99). We consolidate the results, position and cash flows of TESOP97 and TESOP99.

The Telstra Growthshare Trust (Growthshare) was established to allocate equity based instruments as required. Current equity based instruments include options, restricted shares, performance rights, deferred shares, incentive shares, directshares and ownshares. Options, performance rights, and restricted shares are subject to performance hurdles. Deferred shares and incentive shares are subject to a specified period of service.

We own 100% of the equity of Telstra Growthshare Pty Ltd, the corporate trustee for Growthshare. We also include the results, position and cash flows of Growthshare.

We recognise an expense for all share based remuneration determined with reference to the fair value at grant date of the equity instruments issued. The fair value of our equity instruments is calculated using a valuation technique consistent with the Black-Scholes methodology which utilises Monte Carlo simulations, to estimate the price of those equity instruments in an arms length transaction between knowledgeable, willing parties. The fair value is charged against profit over the relevant vesting periods, adjusted to reflect actual and expected levels of vesting.

Under the transitional exemptions of AASB 1, we have elected not to apply the requirements of AASB 2: “Share-based Payment” (AASB 2) to equity instruments granted prior to 7 November 2002.

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Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

2. Summary of accounting policies (continued)

2.22 Derivative financial instruments

(i) Fair value hedges

We use derivative financial instruments such as forward exchange contracts, cross currency swaps and interest rate swaps to hedge risks associated with foreign currency and interest rate fluctuations.

The use of hedging instruments is governed by the guidelines set by our Board of Directors.

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured to fair value. The method of recognising the resulting remeasurement gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. Where we hold derivative financial instruments that are not designated as hedges, they are categorised as 'held for trading' financial instruments. All of our derivative financial instruments are stated at fair value.

The carrying value of our cross currency and interest rate swaps refers to the fair value of our receivable or payable under the swap contract, recorded as a hedge receivable or hedge payable in our balance sheet. We do not offset the hedge receivable or hedge payable with the underlying financial asset or financial liability being hedged, as the transactions are generally with different counterparties and are not generally settled on a net basis.

Where we have a legally recognised right to set off the financial asset and the financial liability, and we intend to settle on a net basis or simultaneously, we record this position on a net basis in our balance sheet. Where we enter into master netting arrangements relating to a number of financial instruments, have a legal right of set off, and intend to do so, we also include this position on a net basis in our balance sheet.

Our derivative instruments that are held to hedge exposures can be classified into three different types, depending on the reason we are holding them - fair value hedges, cash flow hedges and hedges of net investment in foreign operations.

Hedge accounting can only be utilised where effectiveness tests are met on both a prospective and retrospective basis. Ineffectiveness may result in significant volatility in the income statement.

We formally designate and document at the inception of a transaction the relationship between hedging instruments and hedged items, as well as our risk management objective and strategy for undertaking various hedge transactions. We also document our assessment, both at hedge inception and on an ongoing basis, of whether the hedging instruments that are used in hedging transactions have been, and will continue to be, highly effective in offsetting changes in fair values or cash flows of hedged items.

We use fair value hedges to mitigate the risk of changes in the fair value of our foreign currency borrowings from foreign currency and interest rate fluctuations over the hedging period.

Where a fair value hedge qualifies for hedge accounting, gains or losses from remeasuring the fair value of the hedging instrument are recognised in the income statement, together with gains and losses in relation to the hedged item where those gains or losses relate to the risks intended to be hedged. This will increase volatility of reported profits due to the inclusion of some ineffectiveness arising from the application of hedge accounting.

(ii) Cash flow hedges

We use cash flow hedges to mitigate the risk of variability of future cash flows attributable to foreign currency fluctuations over the hedging period. Cash flow hedges are used for our foreign currency borrowings and our ongoing business activities, predominantly where we have highly probable purchase or settlement commitments in foreign currencies.

Where a cash flow hedge qualifies for hedge accounting, the effective portion of gains or losses on remeasuring the fair value of the hedging instrument are recognised directly in equity in the cash flow hedging reserve until such time as the hedged item affects profit or loss, then the gains or losses are transferred to the income statement. However, in our hedges of forecast transactions, when the forecast transaction that is hedged results in the recognition of a non-financial asset (for example, inventory or fixed asset), the gains and losses previously deferred in equity are transferred from equity and included in the measurement of the initial cost or carrying amount of the asset. Gains or losses on any portion of the hedge determined to be ineffective are recognised immediately in the income statement. The application of hedge accounting will create some volatility in equity reserve balances.

When a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in equity at that time remains in equity and is recognised when the hedged item is ultimately recognised in the income statement.

If a forecast hedged transaction is no longer expected to occur, the cumulative gains or losses on the hedging instrument that were reported in equity are transferred immediately to the income statement.

Purchases and sales of derivative financial instruments are recognised on trade date being the date on which we commit to purchase or sell an asset.

131

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

2. Summary of accounting policies (continued)

2.22 Derivative financial instruments (continued)

(iii) Hedges of a net investment in a foreign operation

Our investments in foreign operations are exposed to foreign currency risk, which arises when we translate the net assets of our foreign investments from their functional currency to Australian dollars. We hedge our net investments to mitigate exposure to this risk by using forward foreign currency contracts, cross currency swaps and/or commercial paper in the relevant currency of the investment.

Gains and losses on remeasurement of our derivative instruments designated as hedges of foreign investments are recognised in the foreign currency translation reserve in equity to the extent they are considered to be effective.

The cumulative amount of the recognised gains or losses included in equity are transferred to the income statement when the foreign operation is sold.

For all of our hedging instruments (fair value, cash flow or net investment), any gains or losses on remeasuring to fair value any portion of the instrument not considered to be effective are recognised directly in the income statement in the period in which they occur.

(iv) Derivatives that are not in a designated hedging relationship

For any ‘held for trading’ derivative instruments, i.e. those which are not in a designated hedging relationship, any gains or losses on remeasuring the instruments to fair value are recognised directly in the income statement in the period in which they occur.

(v) Embedded derivatives

Derivatives embedded in other financial instruments or other host contracts are treated as separate derivatives when their risks and characteristics are not closely related to those of the host contracts and the host contracts are not measured at fair value through profit or loss.

2.23 Fair value estimation

The fair value of our derivatives and some financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure purposes.

The net fair values of our cross currency and interest rate swaps and other financial assets and financial liabilities that are measured at fair value (apart from our listed investments) are determined using valuation techniques which utilise data from observable markets. Assumptions are based on market conditions existing at each balance date. The fair value is calculated as the present value of the estimated future cash flows using an appropriate market based yield curve, which is independently derived and representative of Telstra’s cost of borrowing. The net fair values of our listed investments are determined by reference to prices quoted on the relevant stock exchanges where the securities are traded.

Unless there is evidence to suggest otherwise, the nominal value of financial assets and financial liabilities less any adjustments for impairment with a short term to maturity are considered to approximate net fair value.

2.24 Recently issued accounting standards to be applied in future reporting periods

The accounting standards and AASB Interpretations that have not been early adopted for the year ended 30 June 2007, but will be applicable to the Telstra Group and Telstra Entity in future reporting periods are detailed below. Apart from these standards and interpretations, we have considered other accounting standards that will be applicable in future periods, however they have been considered insignificant to Telstra.

Borrowing costs

AASB 123: “Borrowing Costs” was revised in May 2007, with the revised standard becoming applicable to annual reporting periods beginning on or after 1 January 2009. A related omnibus standard AASB 2007-6 “Amendments to Australian Accounting Standards arising from AASB 123” makes a number of amendments to other accounting standards as a result of the revised AASB 123 and must be adopted at the same time.

This revised version requires an entity to capitalise borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset. Under our current accounting policy we expense interest in the period it is incurred as permitted under the existing version of AASB 123. The revisions to AASB 123 will decrease finance costs and increase the carrying value of our property, plant and equipment, with a resulting increase in depreciation expense.

Valuation techniques include where applicable, reference to prices quoted in active markets, discounted cash flow analysis, fair value of recent arm’s length transactions involving the same instruments or other instruments that are substantially the same, and option pricing models.

We calculate the fair value of our forward exchange contracts by reference to forward exchange market rates for contracts with similar maturity profiles at the time of valuation.

132

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

2.Summary of accounting policies (continued)

2.24 Recently issued accounting standards to be applied in future reporting periods (continued)

Segment reporting

AASB 8: “Operating Segments” is applicable to annual reporting periods beginning on or after 1 January 2009 and replaces AASB 114: “Segment Reporting”. A related omnibus standard AASB 2007-3 "Amendments to Australian Accounting Standards arising from AASB 8" makes a number of amendments to other accounting standards as a result of AASB 8 and must be adopted at the same time.

AASB 8 requires entities to determine operating segments based on their internal management reporting structure for the reporting of their financial performance. The adoption of AASB 8 and AASB 2007-3 are not expected to have an impact on our financial results or balance sheet as they are only concerned with disclosure.

Presentation of financial statements

AASB 101: “Presentation of Financial Statements” was revised in October 2006, with the revised standard becoming applicable for reporting periods beginning on or after 1 January 2007. The amendments to AASB 101 bring the requirements of the standard in line with those required by International Accounting Standard IAS 1: “Presentation of Financial Statements”.

The adoption of the revised AASB 101 is not expected to have an impact on our financial results as it is only concerned with disclosure.

Reinstatement of options in Australian Accounting Standards

AASB 2007-4: “Amendments to Australian Accounting Standards Arising from ED 151 and Other Amendments” is applicable to reporting periods beginning on of after 1 July 2007. This standard amends a number of existing Australian Accounting Standards by reintroducing accounting treatment options that are included in International Financial Reporting Standards (IFRSs) that were originally removed by the Australian Accounting Standards Board. The standard also removes a number of disclosure requirements that were originally included in Australian Accounting Standards and not required by IFRSs.

Service concession arrangements

AASB Interpretation 12: “Service Concession Arrangements” is applicable to annual reporting periods beginning on or after 1 January 2008. The interpretation provides guidance on the accounting by operators for public-to private service concession arrangements.

The release of this interpretation resulted in an amendment to UIG 4, which scoped out service concessions arrangements from applying UIG 4. This led to UIG 4 being reissued as AASB Interpretation 4: “Determining Whether an Arrangement Contains a Lease”.

The adoption of AASB Interpretation 12 is not expected to impact on our financial results. The requirements in AASB Interpretation 4 will not result in any changes to the accounting of UIG 4 as described in note 2.1.

Other standards

The International Financial Reporting Standards Committee (IFRIC) issued IFRIC 13 “Customer Loyalty Programs” in June 2007. IFRIC 13 prescribes the accounting for customer loyalty programmes, which are used by companies to provide incentives to their customers to buy their products or use their services. IFRIC 13 is applicable for annual reporting periods beginning on or after 1 July 2008. Management has not yet assessed the impact of this interpretation.

IFRIC issued IFRIC 14 “IAS 19 - The Limit on a Defined Asset, Minimum Funding Requirements and their Interaction” in July 2007. IFRIC 14 aims to clarify how to determine in normal circumstances the limit on the asset that an employer’s balance sheet may contain in respect of its defined benefit pension plan. IFRIC 14 is applicable for annual reporting periods beginning on or after 1 January 2008. Management has not yet assessed the impact of this interpretation.

The accounting options which are being re-introduced include:

permitting an entity to adopt the indirect method of presenting its cash flow statement;
permitting an entity to apply proportionate consolidation to interests in joint venture entities; and
permitting an entity to record non-monetary grants at nominal amounts and to present assets and expenses net of related grants.

Telstra is not expecting to apply any of these options.

133

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

3.Earnings per share

3.Earnings per share
	Telstra Group
	Year ended 30 June 2007 2006 ¢ ¢
Basic earnings per share. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Diluted earnings per share. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Earnings used in the calculation of basic and diluted earnings per share Profit for the year attributable to equity holders of Telstra Entity . . . . . . . . . . . . . . . . . . . . . . . Weighted average number of ordinary shares (a) Weighted average number of ordinary shares used in the calculation of basic earnings per share . . . Effect of dilutive employee share instruments (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Weighted average number of ordinary shares used in the calculation of diluted earnings per share . .	26.3 25.7
	26.2 25.7
	$m $m
	3,253 3,183
	Number of shares (millions)
	12,375 12,366 32 35
	12,407 12,401

(a) In order to underpin the equity instruments issued under the Growthshare plan, the Telstra Growthshare Trust purchases Telstra shares on the market. These shares are not considered to be outstanding for the purposes of computing basic and diluted earnings per share.

(b) In fiscal 2007 and fiscal 2006, the following equity instruments are considered dilutive to earnings per share:

deferred share instruments issued under Telstra Growthshare Trust (Growthshare);
incentive shares granted under the Growthshare short term incentive scheme; and
share options issued under Telstra Employee Share Ownership Plan I (TESOP97).

In fiscal 2007 and fiscal 2006, the following equity instruments are not considered dilutive to earnings per share:

performance rights, restricted shares and options issued under Growthshare; and
share options issued under Telstra Employee Share Ownership Plan II (TESOP99).

Refer to note 31 for details regarding equity instruments issued under the Growthshare and TESOP share plans.

134

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

4.Dividends

4.Dividends
	Telstra Entity
Note	Year ended 30 June 2007 2006 $m $m
Dividends paid Previous year final dividend paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Previous year special dividend paid with the final dividend . . . . . . . . . . . . . . . . . Interim dividend paid. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Special dividend paid with the interim dividend . . . . . . . . . . . . . . . . . . . . . . . . Total dividends paid. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .23	1,739 1,739 - 746 1,740 1,739 - 746
	3,479 4,970
Dividends paid per ordinary share Previous year final dividend paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Previous year special dividend paid with the final dividend . . . . . . . . . . . . . . . . . Interim dividend paid. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Special dividend paid with the interim dividend . . . . . . . . . . . . . . . . . . . . . . . . Total dividends paid. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	¢ ¢
	14.0 14.0 - 6.0 14.0 14.0 - 6.0
	28.0 40.0

Our dividends paid are fully franked at a tax rate of 30%.

Dividends declared per ordinary share

Our dividends declared per share in respect of fiscal year are detailed below:

	Telstra Entity
	Year ended 30 June 2007 2006 ¢ ¢
Interim dividend . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Special dividend paid with the interim dividend . . . . . . . . . . . . . . . . . . . . . . . . . Final dividend (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	14.0 14.0 - 6.0 14.0 14.0
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	28.0 34.0

(a) As our final dividend for fiscal 2007 was not declared, determined or publicly recommended by the Board as at 30 June 2007, no provision for dividend was raised prior to, or as at, that date in the balance sheet. Our final dividend has been reported as an event subsequent to balance date and the provision for dividend has been raised at the declaration date. Refer to note 35 for further details.

135

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

4.Dividends (continued)

4.Dividends (continued)
	Telstra Entity
	Year ended 30 June 2007 2006 $m $m
The combined amount of exempting and franking credits available to us for the next fiscal year are: Combined exempting and franking account balance (a) . . . . . . . . . . . . . . . . . . . Franking credits that will arise from the payment of income tax payable as at 30 June (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Franking credits and exempting credits that we may be prevented from distributing in the next fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	98 6 413 400 (24) (24)
	487 382
Franking debits that will arise on the payment of dividends declared after 30 June (c) Final dividend . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	746 745

(a) One franking account and one exempting account is maintained by the Telstra Entity for the tax consolidated group.

As at 30 June 2007, the Telstra Entity had a combined exempting and franking account balance of $98 million (2006: $6 million). This total combines the surplus in our franking account of $74 million (2006: deficit of $18 million) and a surplus of $24 million (2006: $24 million) in our exempting account.

The franking account balance represents the amount of tax paid by the entity that is available for distribution to shareholders. As at 30 June 2006, our franking account balance was in deficit. As a result, we were required to pay franking deficit tax of $18 million, which eliminated the deficit in the franking account balance and was fully offset against our fiscal 2006 income tax assessment. In relation to our exempting account, there are statutory restrictions placed on the distribution of credits from this account. As a result of these restrictions, it is unlikely that we will be able to distribute our exempting credits.

Additional franking credits will arise when the Telstra Entity pays tax instalments during fiscal 2008, relating to the fiscal 2007 and 2008 income tax years. Franking credits will be used when the Telstra Entity pays its 2007 final ordinary dividend during fiscal 2008.

(b) Franking credits that will arise from the payment of income tax are expressed at the 30% tax rate on a tax paid basis. This balance represents the current tax liabilities as at 30 June 2007 for the tax consolidated group.

(c) The franking debits that will arise when we pay our final ordinary dividend are expressed as the amount of franking credits that will be attached to a fully franked distribution. Refer to note 35 for further details in relation to our dividends declared subsequent to year end.

We believe our current balance of franking credits combined with the franking credits that will arise on tax instalments expected to be paid during fiscal 2008, will be sufficient to cover the franking debits arising from our final dividend.

136

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

5.Segment information

We report our segment information on the basis of business segments as our risks and returns are affected predominantly by differences in the products and services we provide through those segments.

Our internal management reporting structure drives how our Company is organised and managed. This internal structure provides the initial basis for determining our business segments.

Our business segments are predominantly distinguishable by the different type of customers we deliver our key products and services to. Our customer facing business segments service different customer types. Other reportable business segments are also aligned with our specific customer or business needs. These segments provide operational support services or product support services to our customer facing business segments, or service other telecommunication carriers. Our “Other” segment consists of various business units that do not qualify as business segments in their own right and which service a variety of customer or business needs.

The main adjustments from our internal management reporting structure to our reported business segments are in relation to certain offshore operations. For internal reporting purposes, our TelstraClear group (TelstraClear) and our CSL New World Mobility group (CSL New World) are business units in their own right, with TelstraClear managed by our Telstra Enterprise and Government business unit. Also, the International Head Office group is included as part of our Strategic Marketing business unit. These offshore operations are reported as part of a segment we have called Telstra International for segment reporting purposes.

For the purposes of the applicable accounting standard, we consider that the risks and returns of these offshore operations differ from those of our local operations and as a result we have grouped these operations into the Telstra International business segment.

Telstra Enterprise and Government (TE&G) is responsible for:

the provision of the full range of telecommunication products and services, communication solutions, and information and communication technology services to corporate and government customers; and
the provision of global communication solutions to multi-national corporations through our interests in the United Kingdom, Asia and North America.

Telstra Wholesale (TW) is responsible for:

the provision of a wide range of telecommunication products and services delivered over our networks and associated support systems to non-Telstra branded carriers, carriage service providers, Internet service providers, system integrators and application service providers.

Sensis is responsible for:

the management and growth of the advertising and directories business, including printed publications, voice and directory services and online products and services; and
the provision of China’s largest online real estate, home furnishings and home improvements portal through the investment in SouFun.

Telstra International (TInt.) consists of the following offshore business operations:

CSL New World is a 76.4% owned subsidiary in Hong Kong responsible for providing full mobile services including handset sales, voice and data products;
International Head Office Group is responsible for our Asia-Pacific investments; and
TelstraClear is our New Zealand subsidiary that provides full telecommunications services to the New Zealand market.

Telstra Operations (TO) is responsible for:

Business segments

Our business segments during fiscal 2007 are substantially consistent with their structure in the prior year. We have restated all our comparative information to reflect our current reporting position as if all our business segments and segment accounting policies existed in fiscal 2006.

For segment reporting purposes, the Telstra Group is organised into the following business segments:

Telstra Consumer Marketing and Channels (TC&C) is responsible for:

the provision of the full range of telecommunication products, services and communication solutions to consumers; and
leading the mass market channels including inbound and outbound call centres, Telstra Shops and Telstra Dealers.

Telstra Business (TB) is responsible for:

the provision of the full range of telecommunication products and services, communication solutions, and information and communication technology services to small to medium enterprises.
co-ordination and execution for our company's multi-year business improvement and transformation program;
leading the identification, analysis, validation, development and implementation of product, technology and information technology strategies for both the network infrastructure and customer solutions of our Company;
overall planning, design, specification of standards, commissioning and decommissioning of our communication networks;
construction of infrastructure for our Company's fixed, mobile, Internet protocol (IP) and data networks;
operation and maintenance, including activation and restoration of these networks;
supply and delivery of information technology solutions to support our products, services and customer support function;
the development and lifecycle management of products and services over the networks, as well as application platforms and the online environment; and
operational support functions for our Company, including procurement, billing, credit management and property management.

137

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

5.Segment information (continued)

Business segments (continued)

Telstra Country Wide (TCW) is responsible for:

the local management and control of providing telecommunication products, services and solutions to all consumer customers, except those in Sydney and Melbourne, and small business, enterprise and some government customers outside the mainland state capital cities, in outer metropolitan areas, and in Tasmania and the Northern Territory.

Telstra BigPond is responsible for:

the management and control of our consumer retail Internet products, contact centres, and online and mobile content services.

Telstra Media is responsible for:

the management of our investment in the FOXTEL partnerships; and
the development and management of the hybrid fibre coaxial (HFC) cable network.

Strategic Marketing is responsible for:

the co-ordination and delivery of strategy and marketing activities across our Company and market segments.

Corporate areas include:

Legal Services - provides legal services across the Company;
Public Policy and Communications - responsible for managing our relationships and positioning with key groups such as our customers, the media, governments, community groups and staff. It also has responsibility for regulatory positioning and negotiation;
Finance and Administration - encompasses the functions of corporate planning, accounting and administration, treasury, risk management and assurance, investor relations and the office of the company secretary. It also includes providing financial support to all business units and financial management of the majority of the Telstra Entity fixed assets (including network assets) through the Asset Accounting Group; and
Human Resources - encompasses talent management, organisational development, human resource operations, health, safety and environment, as well as workplace relations and remuneration.

In our segment financial results, the “Other” segment consists of various business units that do not qualify as reportable segments in their own right. These include:

Segment financial results

For segment reporting purposes, we have reallocated certain items between the respective business segments pursuant to the definitions of segment revenues, segment expenses, segment assets and segment liabilities contained in the applicable accounting standard, where a reasonable allocation basis exists.

There are certain items that are not reallocated to alternative segments due to the management accountability framework and internal reporting system. These items are reported within the same segment as for internal management reporting. As a result, our segment revenues, segment expenses, segment assets and segment liabilities do not reflect actual operating results achieved for our business segments in certain circumstances.

The following narrative further explains our segment results for those individual items that have not been reallocated:

sales revenue associated with mobile handsets for TC&C, TB and TE&G are mainly allocated to the TC&C segment. Ongoing prepaid and postpaid mobile revenues derived from our mobile usage is recorded in TC&C, TB and TE&G depending on the type of customer serviced. In addition, the majority of goods and services purchased associated with our mobile revenues are allocated to the TC&C segment. As a result, the TC&C segment also holds segment assets and segment liabilities related to those revenues and expenses recorded in TC&C;
trade debtors in relation to the mobile repayment option on mobile handsets sold by our dealers are allocated totally to TC&C;
revenue received in advance in relation to installation and connection fees is allocated totally to TC&C; and
revenue derived from our BigPond® Internet products and its related segment assets are recorded in the customer facing business segments of TC&C, TB and TE&G. Certain distribution costs in relation to these products are recognised in these three business segments. Telstra Operations recognise certain expenses in relation to the installation and running of the broadband cable network. The related segment assets are managed by the Asset Accounting Group. In accordance with our application of the business segment definition in relation to customer type, we have not reallocated these items to the Telstra BigPond business segment.
Telstra Country Wide;
Telstra BigPond;
• Telstra Media;
Strategic Marketing; and
our corporate areas.

138

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

5.Segment information (continued)

Segment assets and liabilities

Segment assets and segment liabilities form part of the operating activities of a segment and can be allocated directly to that segment.

The Asset Accounting Group performs a company wide function in relation to the financial management of certain assets. These assets are accounted for at the corporate level (aggregated in the “Other” segment) and not allocated across segments.

The “Other” segment also includes balances that do not meet the definition of segment assets and segment liabilities for our reportable business segments. As a result, borrowings and income tax assets and liabilities are recorded as reconciling items within the “Other” segment.

Inter-segment transfers

We account for all transactions between entities within the Telstra Group, including international transactions between Australian and non-Australian businesses, at market value. For segment reporting purposes, transfer pricing is not used within the Company. As such the inter-segment revenue line purely relates to intercompany revenue.

The Asset Accounting Group does not allocate depreciation expense related to the use of assets owned at the corporate level to other business segments.

139

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

5.Segment information (continued)

Telstra Group
Year ended 30 June 2007	TC&C TB TE&G TW Sensis TInt. TO Other (a) Elimina- tions Total
	$m $m $m $m $m $m $m $m $m $m
Revenue from external customers . Add inter-segment revenue . . . . .
	9,509 3,241 4,465 2,657 1,968 1,574 192 103 - 23,709
	- - 64 300 - 32 51 5 (452) -
Total segment revenue. . . . . . . 9,509 3,241 4,529 2,957 1,968 1,606 243 108 (452) 23,709 Segment result. . . . . . . . . . . . 5,593 2,592 2,572 2,867 749 52 (3,915) (4,830) 45 5,725 Share of equity accounted net (losses)/profits . . . . . . . . . . . . . - - (6) - (1) - - - - (7) Less net gain on sale of investments - - 43 - 4 9 2 3 - 61 Earnings before interest and income tax expense (EBIT) 5,593 2,592 2,609 2,867 752 61 (3,913) (4,827) 45 5,779 Segment result has been calculated after charging/(crediting) the following non cash expenses:. . . Impairment losses. . . . . . . . . . . 182 8 7 6 143 21 14 14 - 395 Reversal of impairment losses . . . - (1) - (1) - - (4) - - (6) Depreciation and amortisation. . . - - 51 - 130 325 61 3,515 - 4,082 Other significant non cash expenses 24 10 21 4 1 - 142 64 - 266 Non current segment assets acquired - accrual basis (excluding acquisition of investments). . . . . . . . . . . . 13 5 59 9 226 195 5,361 11 - 5,879 As at 30 June 2007 Segment assets. . . . . . . . . . . . 1,599 394 1,649 365 2,188 3,645 4,090 24,124 (179) 37,875 Segment assets include: Trade and other receivables . . . . . 1,315 390 915 362 725 340 104 101 (171) 4,081 Investments accounted for using the equity method . . . . . . . . . . . . . - - 12 - 3 1 - - - 16 Segment liabilities. . . . . . . . . . 1,227 182 631 274 691 558 2,899 19,005 (172) 25,295	9,509 3,241 4,529 2,957 1,968 1,606 243 108 (452) 23,709

	5,593 2,592 2,572 2,867 749 52 (3,915) (4,830) 45 5,725
	- - (6) - (1) - - - - (7)
	- - 43 - 4 9 2 3 - 61
	5,593 2,592 2,609 2,867 752 61 (3,913) (4,827) 45 5,779

	182 8 7 6 143 21 14 14 - 395
	- (1) - (1) - - (4) - - (6)
	- - 51 - 130 325 61 3,515 - 4,082
	24 10 21 4 1 - 142 64 - 266



	1,599 394 1,649 365 2,188 3,645 4,090 24,124 (179) 37,875

	1,315 390 915 362 725 340 104 101 (171) 4,081
	- - 12 - 3 1 - - - 16
	1,227 182 631 274 691 558 2,899 19,005 (172) 25,295

(a) Revenue for the “Other” segment relates primarily to our revenue earned by Telstra Media from reselling FOXTEL† pay television services to our customers and for services provided to FOXTEL. The Asset Accounting Group is the main contributor to the segment result for this segment, which is primarily depreciation and amortisation charges.

Segment assets for the “Other” segment includes the Telstra Entity fixed assets (including network assets) managed through the centralised Asset Accounting Group. Segment liabilities includes income tax liabilities and borrowings, which have been reallocated from the reportable business segment in accordance with the applicable accounting standard.

140

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

5.Segment information (continued)

Telstra Group
Year ended 30 June 2006	TC&C TB TE&G TW Sensis TInt. TO Other (a) Elimina- tions Total $m $m $m $m $m $m $m $m $m $m
Revenue from external customers . Add inter-segment revenue . . . . .	8,879 3,163 4,474 2,610 1,825 1,450 226 107 - 22,734 - - 57 292 10 31 81 9 (480) -
Total segment revenue. . . . . . . 8,879 3,163 4,531 2,902 1,835 1,481 307 116 (480) 22,734 Segment result. . . . . . . . . . . . 5,634 2,541 2,632 2,694 864 86 (4,173) (4,877) 29 5,430 Share of equity accounted net (losses)/profits . . . . . . . . . . . . . - - - - (1) 12 - (6) - 5 Less net gain on sale of investments - - 4 - - 58 - - - 62 Earnings before interest and income tax expense (EBIT). . . . . . . . . . 5,634 2,541 2,636 2,694 863 156 (4,173) (4,883) 29 5,497 Segment result has been calculated after charging/(crediting) the following non cash expenses: Impairment losses. . . . . . . . . . . 134 14 6 - 13 11 140 33 - 351 Reversal of impairment losses . . . - - - (17) - - (5) - - (22) Depreciation and amortisation. . . - - 58 - 91 298 48 3,583 - 4,078 Other significant non cash expenses 25 4 20 5 1 3 144 8 - 210 Non current segment assets acquired - accrual basis (excluding acquisition of investments). . . . . . . . . . . . 11 - 54 23 96 224 4,058 5 - 4,471 As at 30 June 2006 Segment assets. . . . . . . . . . . . 1,420 372 1,812 450 1,886 3,817 3,315 23,331 (179) 36,224 Segment assets include: Trade and other receivables . . . . . 1,226 372 839 444 693 323 89 57 (176) 3,867 Investments accounted for using the equity method . . . . . . . . . . . . . - - 19 - 3 1 - - - 23 Segment liabilities. . . . . . . . . . 1,263 166 608 241 673 615 2,587 17,414 (177) 23,390	8,879 3,163 4,531 2,902 1,835 1,481 307 116 (480) 22,734
	5,634 2,541 2,632 2,694 864 86 (4,173) (4,877) 29 5,430 - - - - (1) 12 - (6) - 5 - - 4 - - 58 - - - 62
	5,634 2,541 2,636 2,694 863 156 (4,173) (4,883) 29 5,497
	134 14 6 - 13 11 140 33 - 351 - - - (17) - - (5) - - (22) - - 58 - 91 298 48 3,583 - 4,078 25 4 20 5 1 3 144 8 - 210
	1,420 372 1,812 450 1,886 3,817 3,315 23,331 (179) 36,224
	1,226 372 839 444 693 323 89 57 (176) 3,867 - - 19 - 3 1 - - - 23
	1,263 166 608 241 673 615 2,587 17,414 (177) 23,390

(a) Revenue for the “Other” segment relates primarily to our revenue earned by Telstra Media from reselling FOXTEL† pay television services and for services provided to FOXTEL. The Asset Accounting Group is the main contributor to the segment result for this segment, which is primarily depreciation and amortisation charges.

Segment assets for the “Other” segment includes the Telstra Entity fixed assets (including network assets) managed through the centralised Asset Accounting Group. Segment liabilities excludes income tax liabilities and borrowings, which are included as part of the “Other” segment.

141

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

5.Segment information (continued)

5.Segment information (continued)
	Telstra Group
	Year ended 30 June 2007 2006 $m $m
Information about our geographic operations (i) Segment revenue from external customers Australian customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . International customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Carrying amount of segment assets Australian customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . International customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current segment assets acquired - accrual basis (excluding acquisition of investments) Located in Australia. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Located in international countries. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	21,729 20,976 1,980 1,758
	23,709 22,734
	33,503 32,043 4,372 4,181
	37,875 36,224
	5,684 4,247 195 224
	5,879 4,471

(i) Our geographical operations are split between our Australian and international operations. Our international operations include the business of our international business segment (primarily businesses in Hong Kong and New Zealand), the SouFun business which is part of our Sensis segment, and our international business that serves multinational customers in the TE&G segment. No individual geographical area forms a significant part of our operations apart from our Australian operations.

142

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

6.Income

	Telstra Group Year ended 30 June 2007 2006 $m $m 12,541 12,402 1,134 808 8,069 7,641 94 150 1,835 1,711 - - 23,673 22,712	Telstra Entity
Note		Year ended 30 June 2007 2006 $m $m
Sales revenue Rendering of services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Sale of goods . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Rent of network facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Construction contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Advertising and directory services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Procurement (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other revenue (excluding finance income) Dividend revenue from controlled entities . . . . . . . . . . . . . . . . . . . . . . . . . . .33 Rent from property . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total revenue (excluding finance income). . . . . . . . . . . . . . . . . . . . . . . . . . . Other income Net gain on disposal of: - property, plant and equipment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - intangibles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - investments in controlled entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - investments in jointly controlled and associated entities. . . . . . . . . . . . . . . . . . - investments in listed securities and other investments . . . . . . . . . . . . . . . . . . . Other miscellaneous income (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total income (excluding finance income). . . . . . . . . . . . . . . . . . . . . . . . . . . Finance income - interest on cash and cash equivalents. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - interest on finance lease receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		10,225 10,402 820 536 8,075 7,643 129 173 549 464 642 647
		20,440 19,865
	- - 36 22	186 560 36 22
	36 22 23,709 22,734 6 23 2 - 48 4 9 58 4 - 69 85 182 243 251 328 23,960 23,062 46 66 11 8 - -	222 582
		20,662 20,447
		10 20 2 - - - 9 59 4 -
		25 79 176 84
		201 163
		20,863 20,610
		35 60 11 8 1 3
	57 74	47 71
	24,017 23,136	20,910 20,681

(a) The Telstra Entity receives procurement revenue from its controlled entity Sensis Pty Ltd for the use of Yellow® and White Pages® trademarks. Refer to note 33 for further details on transactions involving our related parties.

(b) Other miscellaneous income includes revenue recognised from subsidies received on the Higher Bandwidth Incentive Scheme (HiBIS) and Broadband Connect Incentive Scheme.

HiBiS, which has now concluded, and its replacement program, Broadband Connect, were established by the Commonwealth to allow service providers to provide high bandwidth services to eligible customers in the regional, rural and remote areas of Australia at prices broadly comparable to those prices charged to customers in metropolitan areas.

As a service provider, we were able to claim a rebate from the Commonwealth for each registered HiBiS or Broadband Connect service we provide to an eligible customer. The purpose of the incentive payment was to cover the short fall of providing these services to eligible customers in the regional, rural and remote areas of Australia at metropolitan prices. We recognised these incentive payments as other income.

We have no significant unfulfilled conditions or other contingencies relating to our obligations under the HiBiS and Broadband Connect programs.

143

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

7.Profit from continuing operations

7.Profit from continuing operations
	Telstra Group	Telstra Entity
Note	Year ended 30 June 2007 2006 $m $m	Year ended 30 June 2007 2006 $m $m
(a) Profit before income tax expense has been calculated after charging/(crediting) the following items: Labour Included in our labour expenses are the following: Employee redundancy (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Share based payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .21 Defined benefit plan expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .28 Goods and services purchased Included in our goods and services purchased are the following: Cost of goods sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Rental expense on managed services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other expenses Impairment losses: - impairment in value of inventories (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - impairment in value of trade and other receivables (b) . . . . . . . . . . . . . . . . . . . - impairment in amounts owed by controlled entities (b). . . . . . . . . . . . . . . . . .33 - impairment in amounts owed by jointly controlled entities . . . . . . . . . . . . . . .33 - impairment in value of investments (b) (i) . . . . . . . . . . . . . . . . . . . . . . . . . . . - impairment in value of property, plant and equipment (b). . . . . . . . . . . . . . . .14 - impairment in value of intangibles (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . .15 Reversal of impairment losses: - reversal of impairment in value of inventories . . . . . . . . . . . . . . . . . . . . . . . . - reversal of impairment in value of trade and other receivables . . . . . . . . . . . . . . - reversal of impairment in value of investments . . . . . . . . . . . . . . . . . . . . . . . . - reversal of impairment in amounts owed by controlled entities. . . . . . . . . . . . .33 Rental expense on operating leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net foreign currency translation (gains)/losses . . . . . . . . . . . . . . . . . . . . . . . . . Service contracts and other agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Promotion and advertising . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . General and administration. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	149 534 25 15 239 185 2,036 1,421 22 47 46 53 195 161 - - 1 2 - - 31 69 122 66 395 351 (4) - (2) (22) - - - - (6) (22) 592 598 (7) 2 2,177 1,836 422 356 949 792 402 514 4,924 4,427	129 516 25 15 238 182 1,641 1,087 18 42 46 53 162 138 173 382 - - 55 245 12 69 9 64
		457 951
		(4) - (2) (22) - (15) (2) -
		(8) (37)
		482 432 (52) (50) 2,120 1,796 328 285 773 606 417 579
		4,517 4,562

(i) We have recognised impairment losses relating to the value of our investments in controlled entities, jointly controlled and associated entities, and other entities based on the value in use calculation. The impairment loss in the value of investment in controlled entities was eliminated on consolidation of the Telstra Group.

144

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

7. Profit from continuing operations (continued)

	Telstra Group Year ended 30 June 2007 2006 $m $m 58 62 3,110 2,949 67 67 108 93 1 3	Telstra Entity
Note		Year ended 30 June 2007 2006 $m $m
(a) Profit before income tax expense has been calculated after charging/(crediting) the following items: (continued) Depreciation of property, plant and equipment (b) - general purpose buildings including leasehold improvements . . . . . . . . . . . . .14 - communication assets including leasehold improvements. . . . . . . . . . . . . . . .14 - communication assets under finance lease . . . . . . . . . . . . . . . . . . . . . . . . .14 - other plant, equipment and motor vehicles . . . . . . . . . . . . . . . . . . . . . . . . .14 - equipment under finance lease. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .14 Amortisation of intangible assets - software assets developed for internal use (b). . . . . . . . . . . . . . . . . . . . . . . .15 - patents and trademarks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .15 - licences. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .15 - brandnames . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .15 - customer bases. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .15 - deferred expenditure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Finance costs - interest on bills of exchange and commercial paper . . . . . . . . . . . . . . . . . . . . . - interest on Telstra bonds and domestic loans . . . . . . . . . . . . . . . . . . . . . . . . . - interest on offshore loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - interest on short term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - interest on derivative instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - interest on net payables to controlled entities . . . . . . . . . . . . . . . . . . . . . . .33 - interest on finance leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - unwinding of discount on liabilities recognised at present value . . . . . . . . . . . . . - loss/(gain) on fair value hedges. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - loss on cash flow hedges . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Research and development Research and development expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		51 54 2,891 2,783 67 67 56 45 - -
	3,344 3,174	3,065 2,949
	577 726 2 2 59 58 13 11 81 98 6 9 738 904 4,082 4,078	466 629 3 4 18 18 - - 5 13 31 35
		523 699
		3,588 3,648
	128 65 195 242 466 486 2 1 262 169 - - 11 11 1,064 974	128 65 195 242 466 486 2 1 262 169 26 20 7 7
		1,086 990
	43 40 9 (26) 4 - 24 19 1,144 1,007 9 23	26 9 9 (26) 4 - 22 17
		1,147 990
		9 23

145

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

7. Profit from continuing operations (continued)

(b) Income statement items requiring specific disclosure

The separate disclosure of the following material items is relevant in explaining our financial performance.

Our profit for the year has been calculated after charging specific expense items as detailed below:

Our profit for the year has been calculated after charging specific expense items as detailed below:
	Telstra Group	Telstra Entity
Note	Year ended 30 June 2007 2006 $m $m - 356 - 50	Year ended 30 June 2007 2006 $m $m
Redundancy and restructuring related costs (i) Labour - redundancy expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - restructuring expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		- 352 - 50
Goods and services purchased - restructuring expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other expenses - restructuring expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - impairment in value of inventories. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - impairment in value of trade and other receivables . . . . . . . . . . . . . . . . . . . . . - impairment in value of intangibles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - impairment in value of property, plant and equipment . . . . . . . . . . . . . . . . . . . Depreciation and amortisation - accelerated amortisation of intangibles . . . . . . . . . . . . . . . . . . . . . . . . . . . . - accelerated depreciation of property, plant and equipment . . . . . . . . . . . . . . . . Other - impairment in value of intangibles (ii). . . . . . . . . . . . . . . . . . . . . . . . . . . . .15 - impairment in value of controlled entities (iii). . . . . . . . . . . . . . . . . . . . . . . . . - impairment in amounts owed by controlled entities (iv) . . . . . . . . . . . . . . . . . . Total expense items. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Income tax benefit attributable to those items requiring specific disclosure . . . . . . . Net items after income tax benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	- 406 - 54 - 105 - 18 - 14 - 61 - 46	- 402
		- 54
		- 105 - 18 - 14 - 61 - 46
	- 244 - 160 - 262 - 422 - 1,126	- 244
		- 145 - 262
		- 407
		- 1,107
	110 - - - - - 110 - 110 1,126 - (338) 110 788	- - 49 205 173 382
		222 587 222 1,694 - (332)
		222 1,362

146

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

7. Profit from continuing operations (continued)

(b) Income statement items requiring specific disclosure (continued)

(i) For the year ended 30 June 2006, we recorded a number of restructuring related expenses associated with the implementation of the strategic review initiatives. The redundancy and restructuring costs included the following:

(iv) The profit before income tax expense of the Telstra Entity included an impairment loss of $173 million (2006: $382 million) relating to the movement in allowance for amounts owed by four controlled entities. This balance was eliminated on consolidation for Telstra Group purposes.

redundancy costs associated with the reduction in our workforce, including those redundancies that have been provided for;
the provision for restructuring costs associated with shutting down certain networks, platforms and applications, property rationalisation, onerous lease costs and replacing customer equipment;
the impairment of certain assets due to the decision to shut down certain networks and platforms that are no longer considered recoverable. This also includes the decision to cancel certain projects relating to the development of software and the construction of property, plant and equipment. These impairment losses were included within the Telstra Operations and Other segments; and
the accelerated recognition of depreciation and amortisation of certain assets that, while currently in use, will be decommissioned as part of our decision to shut down certain networks, platforms and applications.

In fiscal 2006 a total provision of $427 million was raised for redundancy and restructuring for the Telstra Group. This included $395 million recorded in current and non current provisions, $18 million recorded as a reduction in inventory and $14 million recorded as an allowance for trade receivables. For details regarding the utilisation and other changes to this provision during fiscal 2007 refer to note 19.

(ii) The profit before income tax expense of the Telstra Group included an impairment loss of $110 million relating to impairment of the mastheads in Trading Post. Refer to note 25 for further details regarding impairment. This impairment loss is included in our Sensis segment.

(iii) In fiscal 2007, the profit before income tax expense of the Telstra Entity included an expense of $49 million in relation to an impairment of the value of two controlled entities. In fiscal 2006, the profit before income tax expense of the Telstra Entity included an expense of $205 million in relation to the impairment of the value of three controlled entities. These balances are eliminated on consolidation for Telstra Group reporting purposes.

Each fiscal year, we review the value of our investment in controlled entities. As a result, we have incurred an impairment loss by assessing the carrying value of our controlled entity with its recoverable amount. We review our recoverable amount by reference to its value in use.

147

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

8. Remuneration of auditors

8. Remuneration of auditors	8. Remuneration of auditors
Telstra Group		Telstra Entity
Year ended 30 June 2007 2006 $m $m Audit fees Ernst & Young has charged the following amounts for auditing and reviewing the financial reports (i) (ii) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8.650 2.900 The Australian National Audit Office has charged the following amounts for auditing and reviewing the financial reports (i) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - 4.981 Other audit firms have charged the following amounts for auditing and reviewing the financial reports of controlled entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.288 - Total audit fees. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8.938 7.881		Year ended 30 June 2007 2006 $m $m
		6.663 1.601 - 4.431 - -
		6.663 6.032
Other services In addition to auditing and reviewing the financial reports, other services were provided by Ernst & Young in their own right as follows: Audit related (iii) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Tax (iv) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other services (v) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total other services provided . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1.970 0.829 0.077 0.118 0.626 0.331	1.970 0.538 0.077 0.111 0.009 0.261
	2.673 1.278	2.056 0.910

Audit fees

(i) Ernst & Young (EY) is appointed as our external auditor for fiscal 2007.

The Australian National Audit Office (ANAO) was our Australian statutory auditor in fiscal 2006, however the audit provided by the ANAO had been subcontracted to EY since fiscal 2000. In accordance with section 36(1) of the Telstra Corporation Act 1991, the AuditorGeneral for Australia resigned as our external auditor effective 12 December 2006.

(ii) Audit fees charged by EY during fiscal 2006 relate to audit services provided in completing our statutory and regulatory filings other than those subcontracted directly from the ANAO. These services include the audit and review of our offshore controlled entities, the regulatory audits and our USGAAP audit. In addition, this category includes the audit of our other statutory filings such as the filing we are required to make under Japanese law, and the annual report on Form 20-F to meet United States listing requirements.

Non-audit services are pre-approved by the Audit Committee provided they fall within a defined list of services specified by the Audit Committee. Those non-audit services that are not listed have to be specifically approved by the Audit Committee prior to the commencement of any engagement. In addition, all non-audit services with a value over $100,000 must be separately approved by the Audit Committee, even if the service is listed as a pre-approved service.

The provision of non-audit services by EY is monitored by the Audit Committee via bi-annual reports to the Audit Committee. In addition, where engagements involve services from the defined list of services, these are reported to the Audit Committee at the following meeting.

(iii) Audit related fees charged by EY are for services that are reasonably related to the performance of the audit or review of our financial statements and other assurance engagements. These services include our privacy audit, various accounting advice and additional audit services arising on the acquisition of newly acquired controlled entities. Fiscal 2007 includes $1.253 million for services related to the Telstra 3 Share Offer.

Other services

We have processes in place to maintain the independence of the external auditor, including the level of expenditure on non-audit services. EY also has specific internal processes in place to ensure auditor independence.

Fees earned by EY for non-audit services are capped at a maximum of 1.0 times the total audit and audit related fees.

(iv) Tax fees charged by EY mainly relates to licence fee and technical services, including training and support services in relation to our tax return software.

(v) Other services relate to all additional services performed by EY, other than those disclosed as auditing and reviewing the financial report, audit related and tax. These services include the performance of system and security reviews and various other reviews and non assurance services across the Company.

148

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

9. Income taxes

	Telstra Group As at 30 June 2007 2006 $m $m 1,643 1,731 (228) (386) 2 36 1,417 1,381 4,692 4,564 1,408 1,369 (30) (19) 37 (5) 2 36 1,417 1,381 15 291	Telstra Entity
		As at 30 June 2007 2006 $m $m
Major components of income tax expense Current tax expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deferred tax resulting from the origination and reversal of temporary differences . . . Under provision of tax in prior years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Notional income tax expense on profit differs from actual income tax expense recorded as follows: Profit before income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Notional income tax expense on profit calculated at 30% (a): . . . . . . . . . . . . . . . . Which is adjusted by the tax effect of: Effect of different rates of tax on overseas income . . . . . . . . . . . . . . . . . . . . . . . Non assessable and non deductible items . . . . . . . . . . . . . . . . . . . . . . . . . . . . Under provision of tax in prior years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Income tax expense on profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Amounts recognised directly in equity during the year Deferred tax debited directly in equity during the year . . . . . . . . . . . . . . . . . . . .		1,764 1,861 (243) (411) (9) 33
		1,512 1,483
		4,950 4,722
		1,485 1,417 - - 36 33 (9) 33
		1,512 1,483
		13 289

(a) The Commonwealth statutory income tax rate for fiscal 2007 and fiscal 2006 was 30%. This tax rate is the income tax rate applied to Australian resident companies pursuant to the Income Tax Rates Act.

149

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

9. Income taxes (continued)

9. Income taxes (continued)
	Telstra Group	Telstra Entity
	As at 30 June 2007 2006 $m $m	As at 30 June 2007 2006 $m $m
Deferred tax asset/(deferred tax liability) Deferred tax items recognised in income statement Property, plant and equipment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Intangible assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Provision for employee entitlements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Revenue received in advance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Provision for workers' compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Allowance for doubtful debts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Defined benefit assets (d) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Trade and other payables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Provision for redundancy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Income tax losses (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deferred tax items recognised in equity (b) Defined benefit assets (d) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Derivative financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net deferred tax liability. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Our net deferred tax liability is split as follows (c): Deferred tax assets recognised in the balance sheet . . . . . . . . . . . . . . . . . . . . . . Deferred tax liabilities recognised in the balance sheet . . . . . . . . . . . . . . . . . . . .	(1,406) (1,873) (586) (356) 264 268 109 116 59 65 44 42 26 (45) 58 57 12 56 104 91 90 106 (4) 36 (1,230) (1,437)	(1,434) (1,912) (461) (175) 241 246 - - 57 62 38 33 28 (43) 55 54 12 55 102 85 - - (1) 27
		(1,363) (1,568)
	(266) (260) (16) (7)	(264) (258) (16) (7)
	(282) (267) (1,512) (1,704)	(280) (265)
		(1,643) (1,833)
	1 1 (1,513) (1,705)	- - (1,643) (1,833)
	(1,512) (1,704)	(1,643) (1,833)

(a) We have recognised a deferred tax asset for the unused tax losses of our offshore controlled entities to the extent that it is probable that future taxable profit will be available against which the unused tax losses can be utilised. We have prepared management budgets and forecasts in line with our current knowledge of future events to support our view of sufficient future taxable profits being available to offset our unused tax losses.

(d) Our net deferred tax liabilities on our defined benefit asset for Telstra Group is $240 million (2006: $305 million) and for Telstra Entity $236 million (2006: $301 million).

(b) When the underlying transactions to which our deferred tax relates is recognised directly in equity in accordance with applicable accounting standards, the temporary differences associated with these adjustments are also recognised directly in equity.

(c) We are able to offset deferred tax assets and deferred tax liabilities in the balance sheet when they relate to income taxes levied by the same taxation authority and to the extent we intend to settle our current tax assets and liabilities on a net basis.

Our deferred tax assets and deferred tax liabilities are netted within the tax consolidated group, as these deferred tax balances relate to income taxes levied by the Australian Taxation Office. We do not net deferred tax balances between controlled entities unless they are within the same tax jurisdiction and they are intended to be settled on a net basis.

150

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

9. Income taxes (continued)

9. Income taxes (continued)
	Telstra Group As at 30 June 2007 2006 $m $m 48 185 161 196 427 353 636 734	Telstra Entity
		As at 30 June 2007 2006 $m $m
Deferred tax assets not recognised in the balance sheet (a): Income tax losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Capital tax losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deductible temporary differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		- - 127 160 218 192
		345 352

(a) Our deferred tax assets not recognised in the balance sheet may be used in future years if the following criteria are met:

During fiscal 2006, the entities within the tax consolidated group entered into a tax funding arrangement under which:

our controlled entities have sufficient future taxable profit to enable the income tax losses and temporary differences to be offset against that taxable profit;
the Telstra Entity and our controlled entities have sufficient future capital gains to be offset against those capital losses;
we continue to satisfy the conditions required by tax legislation to be able to use the tax losses; and
there are no future changes in tax legislation that will adversely affect us in using the benefit of the tax losses.

As at 30 June 2007, the deferred tax assets not recognised in our balance sheet are able to be carried forward indefinitely for both our domestic and offshore operations, except in relation to one offshore controlled entity that has income tax losses of $8 million (2006: $9 million) that will expire in fiscal 2021.

the Telstra Entity compensates its wholly owned controlled entities for any current tax receivable assumed;
the Telstra Entity compensates its wholly owned controlled entities for any deferred tax assets relating to unused tax losses and tax credits; and
wholly owned entities compensate the Telstra Entity for any current tax payable assumed.

The funding amounts are based on the amounts recorded in the financial statements of the wholly owned entities.

Amounts receivable of $92 million (2006: $40 million) to the Telstra Entity and amounts payable from the Telstra Entity of $219 million (2006: $194 million) under the tax funding arrangements are due in the next financial year upon final settlement of the current tax payable for the tax consolidated group.

Tax consolidation

The Telstra Entity and its Australian resident wholly owned entities previously elected to form a tax consolidated group. As part of the election to enter tax consolidation, the tax consolidated group is treated as a single entity for income tax purposes.

The Telstra Entity, as the head entity in the tax consolidated group, recognises, in addition to its own transactions, the current tax liabilities and the deferred tax assets arising from unused tax losses and tax credits for all entities in the group. However, the Telstra Entity and its resident wholly owned entities account for their own current tax expense and deferred tax amounts.

Upon tax consolidation, the entities within the tax consolidated group entered into a tax sharing agreement. The terms of this agreement specified the methods of allocating any tax liability in the event of default by the Telstra Entity on its group payment obligations and the treatment where a subsidiary member exits the group. The tax liability of the group otherwise remains with the Telstra Entity for tax purposes.

151

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

10. Cash and cash equivalents

	Telstra Group As at 30 June 2007 2006 $m $m 241 238 582 451 823 689	Telstra Entity
		As at 30 June 2007 2006 $m $m
Current Cash at bank and on hand. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Bank deposits, bills of exchange and commercial paper (a) . . . . . . . . . . . . . . . . .		94 87 452 387
		546 474

(a) Bank deposits are held in the short term money market. The carrying amount of bank deposits, bills of exchange and commercial paper approximates net fair value due to their short term to maturity.

152

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

11. Trade and other receivables

	Telstra Group As at 30 June 2007 2006 $m $m 2,917 2,714 (161) (153) 2,756 2,561 - - - - - - 46 20 966 1,027 31 - 92 113 1,135 1,160 3,891 3,721 53 71 - (5)	Telstra Entity
Note		As at 30 June 2007 2006 $m $m
Current Trade receivables (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Allowance for doubtful debts (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Amounts owed by controlled entities (other than trade receivables) . . . . . . . . . .33 Allowance for amounts owed by controlled entities (other than trade receivables) .33 Finance lease receivable (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accrued revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Bank deposits with maturity greater than 90 days. . . . . . . . . . . . . . . . . . . . . . . Other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current Trade receivables (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Allowance for doubtful debts (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Amounts owed by jointly controlled and associated entities (c) . . . . . . . . . . . . .33 Allowance for amounts owed by jointly controlled and associated entities (c) . . . .33 Amounts owed by controlled entities (other than trade receivables) . . . . . . . . . .33 Finance lease receivable (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		2,233 2,030 (126) (119)
		2,107 1,911
		2,344 2,267 (2,022) (1,851)
		322 416
		46 20 912 971 - - 42 46
		1,000 1,037
		3,429 3,364
		53 71 - (5)
	53 66 221 229 (183) (215)	53 66
		183 210 (183) (210)
	38 14 - -	- -
		129 60
	90 59 9 7 99 66	90 59 1 1
		91 60
	190 146	273 186

153

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

11. Trade and other receivables (continued)

(a) Trade receivables and allowance for doubtful debts

The ageing of trade receivables at 30 June 2007 is detailed below:

	Telstra Group	Telstra Entity
	As at 30 June 2007 2006 Gross Allowance Gross Allowance $m $m $m $m	As at 30 June 2007 2006 Gross Allowance Gross Allowance $m $m $m $m
Not past due (i). . . . . . . . . . . . . . . Past due 0 - 30 days . . . . . . . . . . . . Past due 31 - 60 days . . . . . . . . . . . Past due 61 - 90 days . . . . . . . . . . . Past due 91 - 120 days . . . . . . . . . . Past 120 days. . . . . . . . . . . . . . . .	1,765 - 1,664 (14) 677 (3) 678 (2) 186 (11) 166 (13) 82 (13) 70 (10) 72 (21) 63 (16) 188 (113) 144 (103) 2,970 (161) 2,785 (158)	1,404 - 1,255 (14) 504 (3) 537 (2) 130 (6) 123 (8) 59 (9) 44 (6) 50 (12) 46 (8) 139 (96) 96 (86)
		2,286 (126) 2,101 (124)

The movement in the allowance for doubtful debts in respect of trade receivables is detailed below:

	Telstra Group Year ended 30 June 2007 2006 $m $m	Telstra Entity
		Year ended 30 June 2007 2006 $m $m
Opening balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additional provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - addition due to acquisition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - reduction due to disposal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amounts used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amounts reversed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . Closing balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	(158) (159) (27) (23) (1) (2) 1 - 16 7 7 19 1 - (161) (158)	(124) (125) (18) (21) - - - - 10 4 6 18 - -
		(126) (124)

Our policy requires customers to pay us in accordance with agreed payment terms. Depending on the customer segment, our settlement terms are generally 14 to 30 days from date of invoice. All credit and recovery risk associated with trade receivables has been provided for in the balance sheet.

Our trade receivables include our customer deferred debt and White Pages® directory charges. Our customer deferred debt allows eligible post paid mobile customers the opportunity to repay the cost of their mobile handset and approved accessories monthly over 12, 18 or 24 months. The loan is provided interest free to our mobile postpaid customers. Similarly, the White Pages® directory entries can be repaid over 12 months.

We have used the following basis to assess the allowance loss for trade receivables:

a statistical approach to determine the historical allowance rate for each debt tranche, and applying this allowance rate to the debt tranches at the end of the reporting period;
an individual account by account assessment based on past credit history; and
any prior knowledge of debtor insolvency or other credit risk.

Trade receivables have been aged according to their original due date in the above ageing analysis, including where repayment terms for certain long outstanding trade receivables have been renegotiated.

We hold security for a number of trade receivables in the form of guarantees, deeds of undertaking, letters of credit and deposits. During fiscal 2007 and 2006, the securities we called upon were insignificant.

154

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

11. Trade and other receivables (continued)

(a) Trade receivables and allowance for doubtful debts (continued)

As at 30 June 2007, trade receivables with a carrying amount of $1,044 million (2006: $977 million) for the Telstra Group and $756 million (2006: $736 million) for the Telstra Entity were past due but not doubtful. These trade receivables comprise customers who have a good debt history and are considered recoverable.

(i) This allowance in fiscal 2006 relates to the total redundancy and restructuring provision raised in 2006. Refer to note 7(b) for further details.

(b) Finance lease receivable

We entered into finance leasing arrangements predominantly for communication assets dedicated to solutions management and outsourcing services that we provide to our customers. The average term of finance leases entered into is between 2 - 5 years (2006: 2 - 5 years).

We entered into finance leasing arrangements predominantly for communication assets dedicated to solutions management and outsourcing services that we provide to our customers. The average term of finance leases entered into is between 2 - 5 years (2006: 2 - 5 years).
	Telstra Group	Telstra Entity
	As at 30 June 2007 2006 $m $m	As at 30 June 2007 2006 $m $m
Amounts receivable under finance leases Within 1 year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Within 1 to 5 years. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total minimum lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Less unearned finance income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Present value of minimum lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . Included in the financial statements as: Current finance lease receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current finance lease receivables. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	55 40 99 51 154 91 (18) (12) 136 79	55 40 99 51
		154 91 (18) (12)
		136 79
	46 20 90 59 136 79	46 20 90 59
		136 79

The interest rate inherent in the leases is fixed at the contract date for the entire lease term. The average effective interest rate contracted is approximately 8.1% (2006: 8.1%) per annum.

(c) Amounts owed by jointly controlled and associated entities

In fiscal 2007, amounts owed by jointly controlled and associated entities relates mainly to loans provided to Reach Ltd (Reach) of $183 million (2006: $210 million) and the 3GIS Partnership (3GIS) of $38 million (2006: $14 million). An allowance for the total loan provided to Reach has been recognised. Refer to note 33 for further details.

155

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

12. Inventories

12. Inventories
	Telstra Group As at 30 June 2007 2006 $m $m 155 123 133 79 288 202 31 15 13 7 332 224 6 5 11 15 17 20	Telstra Entity
		As at 30 June 2007 2006 $m $m
Current Finished goods recorded at cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Finished goods recorded at net realisable value . . . . . . . . . . . . . . . . . . . . . . . . Total finished goods . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Raw materials and stores recorded at cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . Construction contracts (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current Finished goods recorded at cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Finished goods recorded at net realisable value . . . . . . . . . . . . . . . . . . . . . . . . (a) Construction contract disclosures are shown as follows: Contract costs incurred and recognised profits . . . . . . . . . . . . . . . . . . . . . . . . . Progress billings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Advances received for construction work in progress (included in trade and other payables) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		125 91 116 67
		241 158 20 10 13 7
		274 175
		4 5 13 15
		17 20
	96 108 (83) (101) 13 7 - 7	96 108 (83) (101)
		13 7
		- 7

156

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

13. Investments

	Telstra Group As at 30 June 2007 2006 $m $m 3 4 (2) (2) 1 2 39 45 (24) (24) 15 21 16 23 - - - - - - 6 3 (3) (3) 3 - 3 -	Telstra Entity
Note		As at 30 June 2007 2006 $m $m
Investments - accounted for using the equity method Investments in jointly controlled entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . Allowance for impairment in value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Carrying amount of investments in jointly controlled entities . . . . . . . . . . . . . .30 Investments in associated entities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Allowance for impairment in value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Carrying amount of investments in associated entities . . . . . . . . . . . . . . . . . . .30 Investments - other Investments in controlled entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .29 Allowance for impairment in value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total investments in controlled entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Investments in other corporations. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Allowance for impairment in value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total investments in other corporations . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		2 2 (2) (2)
		- -
		18 18 (6) -
		12 18
		12 18
		13,045 13,062 (7,158) (7,109)
		5,887 5,953
		6 3 (3) (3)
		3 -
		5,890 5,953

157

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

14. Property, plant and equipment

14. Property, plant and equipment
	Telstra Group	Telstra Entity
	As at 30 June 2007 2006 $m $m 32 35 911 822 (444) (392) 467 430 49,029 45,826 (25,891) (23,387)	As at 30 June 2007 2006 $m $m
Land and site improvements At cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Buildings (including leasehold improvements) At cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated depreciation/impairment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Communication assets (including leasehold improvements) At cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated depreciation/impairment . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		29 32
		803 706 (397) (352)
		406 354
		46,296 43,197 (24,774) (22,381)
Communication assets under finance lease At cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated depreciation/impairment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other plant, equipment and motor vehicles At cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated depreciation/impairment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Equipment under finance lease At cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated depreciation/impairment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total property, plant and equipment At cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated depreciation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	23,138 22,439 858 858 (568) (501)	21,522 20,816
		858 858 (568) (501)
	290 357 1,395 1,068 (717) (740)	290 357
		928 692 (454) (519)
	678 328	474 173
	27 32 (25) (29)	2 6 - (3)
	2 3	2 3
	52,252 48,641 (27,645) (25,049) 24,607 23,592	48,916 45,491 (26,193) (23,756)
		22,723 21,735

158

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

14. Property, plant and equipment (continued)

14. Property, plant and equipment (continued)
	Telstra Group Year ended 30 June 2007 2006 $m $m 35 40 (3) (5) 32 35	Telstra Entity
Note		Year ended 30 June 2007 2006 $m $m
Land and site improvements Opening cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Buildings (including leasehold improvements) Opening cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - acquisitions through business combinations . . . . . . . . . . . . . . . . . . . . . . . . . - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Opening accumulated depreciation/impairment. . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - acquisitions through business combinations . . . . . . . . . . . . . . . . . . . . . . . . . - depreciation expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 - impairment losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing accumulated depreciation/impairment. . . . . . . . . . . . . . . . . . . . . . . Closing net book value. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		32 37 (3) (5)
		29 32
	822 822 112 72 (15) (104) - 10 1 (4) (9) 26 911 822 (392) (392) 9 74 - (1) (58) (62) (1) (6) (2) 3 - (8)	706 722 107 60 (10) (98) - - - - - 22
		803 706
		(352) (356) 6 70 - - (51) (54) - (6) - - - (6)
	(444) (392) 467 430	(397) (352)

		406 354

159

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

14. Property, plant and equipment (continued)

14. Property, plant and equipment (continued)
	Telstra Group	Telstra Entity
Note	Year ended 30 June 2007 2006 $m $m 45,826 43,198 3,837 3,678 (599) (1,416) - 421 (33) (105) (2) 50	Year ended 30 June 2007 2006 $m $m
Communication assets (including leasehold improvements) (a) Opening cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - acquisitions through business combinations . . . . . . . . . . . . . . . . . . . . . . . . . - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		43,197 41,108 3,609 3,495 (507) (1,432) - - - - (3) 26
Closing cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Opening accumulated depreciation/impairment. . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - acquisitions through business combinations . . . . . . . . . . . . . . . . . . . . . . . . . - depreciation expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 - impairment losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing accumulated depreciation/impairment. . . . . . . . . . . . . . . . . . . . . . . Closing net book value. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Communication assets under finance lease Opening and closing cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Opening accumulated depreciation/impairment. . . . . . . . . . . . . . . . . . . . . . . - depreciation expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Closing accumulated depreciation/impairment. . . . . . . . . . . . . . . . . . . . . . . Closing net book value. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	49,029 45,826 (23,387) (21,533) 592 1,376 - (265) (3,110) (2,949) (23) (37) 29 41 8 (20) (25,891) (23,387)	46,296 43,197
		(22,381) (20,938) 504 1,393 - - (2,891) (2,783) (6) (37) - - - (16)
		(24,774) (22,381)

	23,138 22,439	21,522 20,816
	858 858	858 858
	(501) (434) (67) (67) (568) (501)	(501) (434) (67) (67)
		(568) (501)
	290 357
		290 357

(a) Includes certain network land and buildings which are essential to the operation of our communication assets.

160

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

14. Property, plant and equipment (continued)

14. Property, plant and equipment (continued)
	Telstra Group Year ended 30 June 2007 2006 $m $m	Telstra Entity
Note		Year ended 30 June 2007 2006 $m $m
Other plant, equipment and motor vehicles Opening cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - acquisitions through business combinations . . . . . . . . . . . . . . . . . . . . . . . . . - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Opening accumulated depreciation/impairment. . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - acquisitions through business combinations . . . . . . . . . . . . . . . . . . . . . . . . . - depreciation expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 - impairment losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing accumulated depreciation/impairment. . . . . . . . . . . . . . . . . . . . . . .	1,068 1,011 481 124 (160) (111) 3 48 - (8) 3 4 1,395 1,068 (740) (710) 143 98 (1) (37) (108) (93) (7) (26) 3 6 (7) 22 (717) (740)	692 753 377 34 (141) (96) - - - - - 1
		928 692
		(519) (554) 126 85 - - (56) (45) (6) (26) - - 1 21
		(454) (519)
Closing net book value. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Equipment under finance lease Opening cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Opening accumulated depreciation/impairment. . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - depreciation expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing accumulated depreciation/impairment. . . . . . . . . . . . . . . . . . . . . . . Closing net book value. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	678 328
		474 173
	32 32 2 1 (7) - 1 (1) (1) -	6 6 1 2 (5) (2) - - - -
	27 32 (29) (28) 5 - (1) (3) - 2 (25) (29)	2 6
		(3) (6) 3 - - - - 3
		- (3)

	2 3	2 3

Work in progress

Other

As at 30 June 2007, the Telstra Group has property, plant and equipment under construction amounting to $1,657 million (2006: $1,695 million) and the Telstra Entity has property, plant and equipment under construction amounting to $1,541 million (2006: $1,596 million). As these assets are not installed and ready for use, there is no depreciation being charged on these amounts.

As at 30 June 2007, the Telstra Group has property, plant and equipment that was fully depreciated and still in use with a cost of $2,608 million (2006: $1,767 million) and the Telstra Entity has property, plant and equipment that was fully depreciated and still in use with a cost of $1,803 million (2006: $1,412 million).

161

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

15. Intangible assets

15. Intangible assets
	Telstra Group As at 30 June 2007 2006 $m $m 2,126 2,073 4,214 3,188 (1,664) (1,406)	Telstra Entity
		As at 30 June 2007 2006 $m $m
Goodwill. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Internally generated intangible assets Software assets developed for internal use (a) . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated amortisation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Acquired intangible assets Mastheads (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Patents and trademarks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated amortisation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Licences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated amortisation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Customer bases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated amortisation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Brandnames . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated amortisation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total acquired intangible assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deferred expenditure Deferred expenditure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated amortisation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total intangible assets At cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated amortisation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		16 16
		3,516 2,651 (1,311) (1,171)
	2,550 1,782 337 447 34 34 (10) (8)	2,205 1,480
		- -
		7 20 (7) (11)
	24 26	- 9
	778 833 (240) (241)	266 267 (150) (132)
	538 592 774 846 (438) (407)	116 135
		70 70 (70) (64)
	336 439 239 235 (61) (53)	- 6
		- - - -
	178 182 1,413 1,686	- -
		116 150
	1,901 1,589 (1,365) (1,007) 536 582	2,151 1,841 (1,404) (1,022)
		747 819
	10,403 9,245 (3,778) (3,122) 6,625 6,123	6,026 4,865 (2,942) (2,400)
		3,084 2,465

162

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

15. Intangible assets (continued)

15. Intangible assets (continued)
	Telstra Group As at 30 June 2007 2006 $m $m	Telstra Entity
Note		As at 30 June 2007 2006 $m $m
Goodwill Opening cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - acquisitions through business combinations . . . . . . . . . . . . . . . . . . . . . . . .24 - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - impairment losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	2,073 2,037 345 324 (107) (312) (7) (1) (176) 27 (2) (2) 2,126 2,073	16 16 - - - - - - - - - -
		16 16
Internally generated intangible assets Software assets developed for internal use (a) Opening cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - acquisitions through business combinations . . . . . . . . . . . . . . . . . . . . . . . . . - impairment losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Opening accumulated amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amortisation expense (d). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing accumulated amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing net book value. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mastheads (b). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Opening cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - impairment losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Closing cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	3,188 3,622 1,393 602 (382) (969) 3 1 (4) (65) 1 (10) 15 7	2,651 3,173 1,221 498 (336) (965) - - (4) (64) - - (16) 9
	4,214 3,188 (1,406) (1,652) 336 969 (577) (726) (2) 7 (15) (4)	3,516 2,651
		(1,171) (1,499) 326 965 (466) (629) - - - (8)
	(1,664) (1,406)	(1,311) (1,171)

	2,550 1,782	2,205 1,480
	447 447 (110) - 337 447	- - - -
		- -

163

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

15. Intangible assets (continued)

	Telstra Group As at 30 June 2007 2006 $m $m 34 34 1 1 (1) - 1 - (1) (1) 34 34 (8) (6) 1 - (2) (2) (1) - (10) (8)	Telstra Entity
Note		As at 30 June 2007 2006 $m $m
Acquired intangible assets Patents and trademarks Opening cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Opening accumulated amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amortisation expense (d). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 - impairment losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Closing accumulated amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing net book value. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Licences Opening cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - acquisitions through business combinations . . . . . . . . . . . . . . . . . . . . . . . . . - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Opening accumulated amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amortisation expense (d). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing accumulated amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing net book value. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		20 20 - - (12) - - - (1) -
		7 20
		(11) (7) 12 - (3) (4) (5) -
		(7) (11)

	24 26 833 793 20 16 (51) - - 23 (25) - 1 1	- 9
		267 267 - 2 - - - - - - (1) (2)
	778 833	266 267
	(241) (183) 51 - (59) (58) 9 1 - (1)	(132) (116) - - (18) (18) - - - 2
	(240) (241)	(150) (132)
	538 592
		116 135

164

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

15. Intangible assets (continued)

15. Intangible assets (continued)
	Telstra Group As at 30 June 2007 2006 $m $m	Telstra Entity
Note		As at 30 June 2007 2006 $m $m
Customer bases Opening cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - acquisitions through business combinations . . . . . . . . . . . . . . . . . . . . . . . . . - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Opening accumulated amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amortisation expense (d). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	846 749 4 30 (43) - 8 76 (40) (9) (1) - 774 846 (407) (305) 7 - (81) (98) 42 (4) 1 -	70 70 - - - - - - - - - -
		70 70
		(64) (51) - - (5) (13) - - (1) -
Closing accumulated amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing net book value. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Brandnames Opening cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - disposals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - acquisitions through business combinations . . . . . . . . . . . . . . . . . . . . . . . . . - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Opening accumulated amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amortisation expense (d). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing accumulated amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing net book value. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	(438) (407)	(70) (64)

	336 439	- 6
	235 215 (3) - 28 21 (21) (1) 239 235	- - - - - - - -
		- -
	(53) (42) (13) (11) 5 - (61) (53)	- - - - - -
		- -
	178 182
		- -

165

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

15. Intangible assets (continued)

	Telstra Group As at 30 June 2007 2006 $m $m 1,589 1,272 356 317 (30) - (14) - 1,901 1,589 (1,007) (652) (367) (355) 9 - (1,365) (1,007) 536 582	Telstra Entity
		As at 30 June 2007 2006 $m $m
Deferred expenditure (c) Opening cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amounts written off. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Opening accumulated amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amortisation expense (d). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amounts written off. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing accumulated amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing net book value. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		1,841 1,533 354 315 (30) - (14) (7)
		2,151 1,841
		(1,022) (655) (391) (367) 9 -
		(1,404) (1,022)

		747 819

(a) As at 30 June 2007, the Telstra Group had software assets under development amounting to $1,255 million (2006: $352 million) and the Telstra Entity had software assets under development amounting to $1,106 million (2006: $296 million). As these assets were not installed and ready for use there is no amortisation being charged on the amounts.

(d) Amortisation expense is included in depreciation and amortisation expense in the income statement, with the exception of items of deferred expenditure which are expensed to the relevant line of the income statement. The majority of the deferred expenditure relates to the deferral of basic access installation costs, which are amortised to goods and services purchased in the income statement.

(b) We do not currently amortise the cost of our mastheads as they have been assessed to have an indefinite useful life. We do not expect there to be a foreseeable limit to the period over which the mastheads are expected to generate net cash inflows and, based on industry experience and current information, it is extremely rare for leading mastheads to become commercially or technically obsolete. During fiscal 2007 we recorded an impairment loss of $110 million against the mastheads. Despite this impairment we continue to assess the mastheads as having an indefinite useful life. Refer to note 25 for further details regarding impairment.

(c) During fiscal 2005, we entered into an arrangement with our jointly controlled entity, Reach Ltd (Reach), and our co-shareholder PCCW, whereby Reach's international cable capacity was allocated between us and PCCW under an indefeasible right of use (IRU) agreement, including committed capital expenditure for the period until 2022.

The IRU is amortised over the contract periods for the capacity on the various international cable systems, which range from 5 to 22 years. The Telstra Entity has recorded the IRU within deferred expenditure. For the Telstra Group, the IRU is deemed to be an extension of our investment in Reach. The IRU has a carrying value of $nil in the consolidated financial statements due to the recognition of equity accounted losses in Reach.

166

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

16. Derivative financial assets

	Telstra Group As at 30 June 2007 2006 $m $m 38 20 3 1 41 21 25 222 224 169 249 391	Telstra Entity
		As at 30 June 2007 2006 $m $m
Current Cross currency swap hedge receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Forward contract asset . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current Cross currency swap hedge receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Interest rate swap asset . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		38 20 3 1
		41 21
		25 222 224 169
		249 391

Refer to note 34 for details on the financial risk management of our derivative financial instruments.

167

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

17. Trade and other payables

17. Trade and other payables
	Telstra Group As at 30 June 2007 2006 $m $m 884 686 1,632 1,370 1,142 844 278 258 10 123 261 289 - - 4,207 3,570 134 127 61 70 195 197	Telstra Entity
Note		As at 30 June 2007 2006 $m $m
Current Trade creditors (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accrued expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accrued capital expenditure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accrued interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deferred consideration for capital expenditure . . . . . . . . . . . . . . . . . . . . . . . . . Other creditors (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Amounts owed to controlled entities (other than trade creditors) . . . . . . . . . . . .33 Non current Deferred consideration for capital expenditure . . . . . . . . . . . . . . . . . . . . . . . . . Other creditors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		748 534 1,330 1,112 1,100 772 278 258 - - 180 192 221 197
		3,857 3,065
		- - 58 65
		58 65

(a) Trade creditors and other creditors are non interest bearing liabilities. We generally process trade creditor payments once they have reached 30 days from the date of invoice for electronic funds transfer payments, or 30 days from the end of the month of invoice for other payments.

168

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

18. Borrowings

18. Borrowings
	Telstra Group As at 30 June 2007 2006 $m $m	Telstra Entity
Note		As at 30 June 2007 2006 $m $m
Current Short term debt Bank loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Promissory notes (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Loans from wholly owned controlled entities. . . . . . . . . . . . . . . . . . . . . . . . .33	- 111 1,435 1,457 - - 1,435 1,568	- 110 1,435 1,457 874 1,408
		2,309 2,975
Long term debt - current portion Offshore loans (c) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Finance leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .26 Non current Long term debt Telstra bonds and domestic loans (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Offshore loans (c) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Finance leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .26 Total debt payable Short term debt Bank loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Promissory notes (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Loans from wholly owned controlled entities. . . . . . . . . . . . . . . . . . . . . . . . .33 Long term debt (including current portion) Telstra bonds and domestic loans (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Offshore loans (c) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Finance leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .26	1,273 394 35 20 1,308 414	1,273 394 34 18
		1,307 412
	2,743 1,982 2,991 2,613 8,545 8,748 83 81	3,616 3,387
		2,991 2,613 8,545 8,748 54 48
	11,619 11,442 - 111 1,435 1,457 - - 1,435 1,568 2,991 2,613 9,818 9,142 118 101 12,927 11,856 14,362 13,424	11,590 11,409
		- 110 1,435 1,457 874 1,408
		2,309 2,975
		2,991 2,613 9,818 9,142 88 66
		12,897 11,821
		15,206 14,796

Our borrowings are unsecured, except for finance leases which are secured, as the rights to the leased asset transfer to the lessor in the event of a default by us.

(a) Promissory notes

We have issued promissory notes of $1,435 million (2006: $1,457 million) to financial institutions with an original maturity of less than 180 days. At 30 June 2007, all $1,435 million (2006: $1,457 million) of the promissory notes mature in less than three months.

(b) Telstra bonds and domestic loans

Telstra bonds and domestic loans currently on issue relate to wholesale investors and mature up until the year 2020. During fiscal 2007, $nil (2006: $508 million) of Telstra bonds matured.

169

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

18. Borrowings (continued)

(c) Offshore loans

Details of our offshore loans, including currency of borrowing, interest rates and maturity dates, are presented in the table below:

Telstra Group - Offshore loan details	A$ amount Interest rates Maturity dates
	As at 30 June Year ended 30 June As at 30 June
	2007 2006 2007 2006 2007 2006 A$m A$m % %
Australian dollar loans . . . . . . . . . . . . . US dollar loans. . . . . . . . . . . . . . . . . . Euro eurobond loan . . . . . . . . . . . . . . . Swiss franc eurobond loan. . . . . . . . . . . Japanese yen loans . . . . . . . . . . . . . . . Singapore dollar loans . . . . . . . . . . . . . New Zealand dollar loans . . . . . . . . . . . British pound sterling loans . . . . . . . . . .	492 245 5.93 to 6.82 5.93 between Nov 2007 to Feb 2012 November 2007 906 1,028 5.22 to 6.47 5.22 to 6.47 between Apr 2008 and Dec 2015 between Apr 2008 and Dec 2015 7,019 6,336 3.14 to 6.49 3.14 to 6.49 between Apr 2008 and Mar 2017 between Dec 2006 and Jul 2015 285 326 2.61 2.61 April 2013 April 2013 387 472 0.32 to 2.51 0.44 to 2.51 between Jul 2007 and Jun 2016 between Jul 2007 and Jun 2016 77 84 3.80 3.80 March 2008 March 2008 181 164 7.03 to 7.19 7.03 to 7.19 between Nov 2011 and Nov 2014 between Nov 2011 and Nov 2014 471 487 6.23 6.23 August 2014 August 2014
Total offshore loans including current portion	9,818 9,142

(d) Financing arrangements

	Telstra Group	Telstra Entity
	As at 30 June 2007 2006 $m $m	As at 30 June 2007 2006 $m $m
We have access to the following lines of credit: Credit standby arrangements Unsecured committed cash standby facilities which are subject to annual review . . . Amount of credit unused. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	876 911 876 911	861 894 861 894

We have commercial paper facilities in place with financial institutions under which we may issue up to $10,063 millin (2006: $14,651 million). As at 30 June 2007, we had drawn down $1,435 million (2006: $1,457 million) of these facilities. These facilities are not committed or underwritten and we have no guaranteed access to the funds.

Generally, our facilities are available unless we default on any terms applicable under the relevant agreements or become insolvent.

170

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

19. Provisions

19. Provisions
	Telstra Group As at 30 June 2007 2006 $m $m	Telstra Entity
		As at 30 June 2007 2006 $m $m
Current Employee benefits (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Workers' compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Restructuring. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Redundancy (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	310 319 29 32 128 81 39 158 122 147	262 272 29 31 128 81 39 155 110 140
Non current Employee benefits (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Workers' compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Restructuring. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Redundancy (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (a) Aggregate employee benefits Current provision for employee benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current provision for employee benefits . . . . . . . . . . . . . . . . . . . . . . . . . . Current provision for redundancy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current provision for redundancy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accrued labour and on-costs (i). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	628 737 565 573 167 184 51 128 - 28 51 61 834 974 310 319 565 573 39 158 - 28 379 317 1,293 1,395	568 679
		539 548 162 177 51 128 - 28 35 43
		787 924
		262 272 539 548 39 155 - 28 337 303
		1,177 1,306

(i) Accrued labour and related on-costs are included within our current trade and other payables (refer to note 17).

Provision for employee benefits consist of amounts for annual leave and long service leave accrued by employees.

Non current employee benefits for long service leave are measured at their present value. The following assumptions were adopted in measuring this amount:

Telstra Group As at 30 June 2007 2006 Weighted average projected increase in salaries, wages and associated on-costs. . . . . 4.6% 4.2% Weighted average discount rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5.8% 5.4% Leave taking rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12.4% 13.2%	Telstra Entity
	As at 30 June 2007 2006
	4.6% 4.3% 5.8% 5.4% 12.5% 13.3%

171

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

19. Provisions (continued)

(b) Movement in provisions, other than employee benefits

	Telstra Group	Telstra Entity
	Year ended 30 June 2007 2006 $m $m 216 214 5 24 (30) (32) 10 11 (5) (1)	Year ended 30 June 2007 2006 $m $m
Workers' compensation Opening balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additional provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amount used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - unwinding of discount on liabilities recognised at present value . . . . . . . . . . . . . - effect of any change in the discount rate. . . . . . . . . . . . . . . . . . . . . . . . . . . .		208 206 5 23 (29) (31) 10 11 (3) (1)
Closing balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Restructuring Opening balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additional provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amount used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - unwinding of discount on liabilities recognised at present value . . . . . . . . . . . . . - reversal of amounts unused . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Redundancy Opening balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additional provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amount used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - unwinding of discount on liabilities recognised at present value . . . . . . . . . . . . . Closing balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other Opening balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additional provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amount used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - reversal of amounts unused . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - unwinding of discount on liabilities recognised at present value . . . . . . . . . . . . . - disposal of a controlled entity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	196 216 209 - 22 209 (49) - 20 - (23) - 179 209	191 208
		209 - 22 209 (49) - 20 - (23) -
		179 209
	186 - - 186 (148) - 1 -	183 - - 183 (145) - 1 -
	39 186	39 183
	208 155 85 113 (86) (51) (30) (17) 4 9 (4) - (5) (2) 1 1	183 111 70 113 (78) (38) (30) (16) 4 9 - - (5) - 1 4
	173 208	145 183

172

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

19. Provisions (continued)

Workers’ compensation

We self insure for our workers’ compensation liabilities. We provide for our obligations through an assessment of accidents and estimated claims incurred. The provision is based on a semi-annual actuarial review of our workers’ compensation liability. Actual compensation paid may vary where accidents and claims incurred vary from those estimated. The timing of these payments may vary, however the average time payments are expected for is 9 years (2006: 11 years).

Certain controlled entities do not self insure, but pay annual premiums to third party insurance companies for their workers’ compensation.

Restructuring and redundancy

The provision for restructuring and redundancy relates to our transformation project that was announced on 15 November 2005. A provision exists only for those restructuring and redundancy costs where a detailed formal plan has been approved and we have raised a valid expectation in those affected that the plan will be carried out. Only those costs that are not associated with the ongoing activities of the Company have been included. The costs included in the restructuring and redundancy provision are based on current estimates of the likely amounts to be incurred and include:

an estimate of the termination benefits that affected employees will be entitled to;
costs associated with shutting down certain networks, platforms and applications;
property rationalisation and other onerous lease costs; and
• costs of replacing customer equipment in order to meet our current service obligations.

The execution of these detailed formal plans, for which a restructuring and redundancy provision has been raised, is expected to be completed by fiscal 2011 for the restructuring provision, and fiscal 2008 for the redundancy provision.

Other

Other provisions include provision for Reach Ltd’s committed capital expenditure, provision for restoration costs, provision for surplus lease space, provision for lease incentives, provision for onerous leases and other general provisions.

173

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

20. Derivative financial liabilities

	Telstra Group As at 30 June 2007 2006 $m $m 165 6 9 6 3 - 177 12 1,051 612 277 156 1,328 768	Telstra Entity
		As at 30 June 2007 2006 $m $m
Current Cross currency swap hedge payable. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Forward contract liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Interest rate swap payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current Cross currency swap hedge payable. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Interest rate swap payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		165 6 9 6 3 -
		177 12
		1,051 612 277 156
		1,328 768

Refer to note 34 for details on the financial risk management of our derivative financial instruments.

174

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

21. Share capital

	Telstra Group As at 30 June 2007 2006 $m $m 5,793 5,793 (113) (130) (84) (99) 15 5 5,611 5,569	Telstra Entity
		As at 30 June 2007 2006 $m $m
Contributed equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Share loan to employees. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Shares held by employee share plan trusts . . . . . . . . . . . . . . . . . . . . . . . . . . . Net services received under employee share plans. . . . . . . . . . . . . . . . . . . . . . .		5,793 5,793 (113) (130) (84) (99) 15 5
		5,611 5,569

Contributed equity

Our contributed equity represents our authorised and issued fully paid ordinary shares. Each of our fully paid ordinary shares carries the right to one vote at a meeting of the company. Holders of our shares also have the right to receive dividends as declared, and to participate in the proceeds from sale of all surplus assets in proportion to the total shares issued in the event of the company winding up.

We have 12,443,074,357 authorised fully paid ordinary shares on issue.

Included in our ordinary shares are the instalment receipts as part of the sale of shares in our company by the Commonwealth (Telstra 3 Share Offer). Holders of instalment receipts have the right to receive dividends as declared and entitled to vote, by directing the trustee, Telstra Sale Company Limited, at a meeting of the company. Telstra instalment receipts are traded on the Australian Stock Exchange with the final instalment payable to the Commonwealth by 29 May 2008.

Share loan to employees

The share loan to employees account represents the outstanding balance of the non recourse loans provided to our employees under the Telstra Employee Share Ownership Plans (TESOP 97 and TESOP 99). Refer to note 31 for further details regarding these plans.

Shares held by employee share plan trusts

The shares held by employee share plan trusts account represents the cost of shares held by the Telstra Growthshare Trust (Growthshare) in Telstra Corporation Limited. The purchase of these shares has been fully funded by Telstra Corporation Limited. As at 30 June 2007 the number of shares totalled 15,116,395 (2006: 17,931,918). These shares are excluded for the purposes of calculating basic and diluted earnings per share.

Net services received under employee share plans

The net services received under employee share plans account is used to record the cumulative value of our incentive shares, options, restricted shares, performance rights and deferred shares issued under Growthshare. Contributions by Telstra Corporation Limited to Growthshare are also included in this account. These contributions are used by the Trust to purchase Telstra shares on market to underpin the issue of our equity instruments.

175

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

21. Share capital (continued)

Movements in our share capital

	Telstra Group As at 30 June 2007 2006 $m $m	Telstra Entity
Note		As at 30 June 2007 2006 $m $m
Share capital Contributed equity Opening and closing balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Share loan to employees Opening balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - amounts repaid on share loans provided to employees . . . . . . . . . . . . . . . . . . . Closing balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Shares held by employee share plan trusts Opening balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - additional shares purchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - shares issued to employees under employee share plans. . . . . . . . . . . . . . . . . . Closing balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net services received under employee share plans Opening balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - share based payment expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 - shares issued to employees under employee share plans. . . . . . . . . . . . . . . . . . Closing balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
	5,793 5,793 (130) (154) 17 24 (113) (130) (99) (113) - (6) 15 20 (84) (99)	5,793 5,793
		(130) (154) 17 24
		(113) (130)
		(99) (113) - (6) 15 20
		(84) (99)
	5 10 25 15 (15) (20) 15 5 5,611 5,569	5 10 25 15 (15) (20)
		15 5
		5,611 5,569

176

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

22. Reserves

	Telstra Group As at 30 June 2007 2006 $m $m (325) (210) 37 14 26 32 4 4 (258) (160)	Telstra Entity
		As at 30 June 2007 2006 $m $m
Foreign currency translation reserve . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Cash flow hedging reserve. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Consolidation fair value reserve . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . General reserve . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		- - 38 16 - - 194 194
		232 210

Foreign currency translation reserve

The foreign currency translation reserve is used to record exchange differences arising from the conversion of the financial statements into Australian dollars.

This reserve is also used to record our percentage share of exchange differences arising from equity accounting our non-Australian investments in jointly controlled entities and associated entities.

Cash flow hedging reserve

The cash flow hedging reserve represents, where a hedge qualifies for hedge accounting, the effective portion of gains or losses on remeasuring the fair value of the hedge instrument. These gains or losses are transferred to the income statement when the hedged item affects income, or in the case of forecast transactions, are included in the measurement of the initial cost of property, plant and equipment or inventory.

Consolidation fair value reserve

The consolidation fair value reserve represents our share of the fair value adjustments to TelstraClear Limited net assets upon acquisition of a controlling interest. The reserve balance is amortised over the useful life of the underlying revalued assets.

General reserve

The general reserve represents other items we have taken directly to equity.

177

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

22. Reserves (continued)

Movements in our reserves

	Telstra Group	Telstra Entity
Note	As at 30 June 2007 2006 $m $m (210) (195) (1) 1 (113) (36) (1) 1 - 19	As at 30 June 2007 2006 $m $m
Reserves Foreign currency translation reserve Opening balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - reserves recognised on equity accounting our interest in jointly controlled and associated entities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .30 - adjustment on translation of financial statements of non-Australian controlled entities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - transfer of foreign currency translation reserve on sale of jointly controlled entity . - reduction on dilution of ownership of Telstra CSL Limited . . . . . . . . . . . . . . . .24		- - - - - - - - - -
Closing balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Cash flow hedging reserve Opening balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - adjustment to opening balance on adoption of new accounting standard (i) . . . . . Adjusted opening balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - net hedging (losses)/gains recognised directly in equity . . . . . . . . . . . . . . . . . . - net hedging losses/(gains) removed from equity and included in profit for the year . - net hedging losses removed from equity and included in property, plant and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - income tax on cash flow hedging reserve. . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Consolidation fair value reserve Opening balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - transfers to retained profits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .23 Closing balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . General reserve Opening and closing balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	(325) (210)	- -
	14 - - 79	16 - - 82
	14 79 (552) 327 573 (420) 11 - (9) 28 37 14 32 38 (6) (6)	16 82 (551) 327 572 (421) 10 - (9) 28
		38 16
		- - - -
	26 32	- -

	4 4 (258) (160)	194 194
		232 210

(i) Adjustment on adoption of AASB 132 ”Financial Instruments: Disclosure and Presentation” and AASB 139: “Financial Instruments: Recognition and Measurement” from 1 July 2005.

178

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

23. Retained profits

23. Retained profits
	Telstra Group As at 30 June 2007 2006 $m $m 7,179 8,273 - (5) 7,179 8,268 3,253 3,183 23 958 (6) (284) (3,479) (4,970) 6 6 - 18 6,976 7,179	Telstra Entity
Note		As at 30 June 2007 2006 $m $m
Retained profits Opening balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - adjustment to opening balance on adoption of new accounting standard (i) . . . . . Adjusted opening balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - profit for the year attributable to equity holders of Telstra Entity . . . . . . . . . . . . - actuarial gain on defined benefit plans. . . . . . . . . . . . . . . . . . . . . . . . . . . . . - income tax on the actuarial gain on defined benefit plans . . . . . . . . . . . . . . . . . - dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 - transfers from consolidation fair value reserve . . . . . . . . . . . . . . . . . . . . . . .22 - dilution gain recognised on CSL New World Mobility Group merger (ii) . . . . . . . .24 Closing balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		6,338 7,413 - (5)
		6,338 7,408 3,438 3,239 17 945 (4) (284) (3,479) (4,970) - - - -
		6,310 6,338

(i) Adjustment on adoption of AASB 132 ”Financial Instruments: Disclosure and Presentation” and AASB 139: “Financial Instruments: Recognition and Measurement” from 1 July 2005.

(ii) Dilution gain represents net gain recognised on the merger of the Telstra CSL Group and New World Mobility Group. Refer to note 24 for details.

179

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

24. Notes to the cash flow statement

	Telstra Group Year ended 30 June 2007 2006 $m $m 3,275 3,183 4,082 4,078 (57) (74) 1,144 1,007 - - 25 15 239 185 (6) (23) (2) - (48) (4) (13) (58) 7 (5) 154 137 - - (7) 28 - 4 (98) (140) (107) 10 24 30 341 243 20 55 (210) (501) (243) 383	Telstra Entity
Note		Year ended 30 June 2007 2006 $m $m
(a) Reconciliation of profit to net cash provided by operating activities Profit for the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Add/(subtract) the following transactions Depreciation and amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Finance income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Finance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Dividend revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Share based payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Defined benefit plan expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Net gain on disposal of property, plant and equipment . . . . . . . . . . . . . . . . . . 6 Net gain on disposal of intangibles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Net gain on disposal of controlled entities. . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Net gain on disposal of other investments. . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Share of net losses/(profits) from jointly controlled and associated entities . . . . . .30 Impairment losses (excluding inventories, trade and other receivables) . . . . . . . . 7 Reversal of impairment losses (excluding trade and other receivables) . . . . . . . . . 7 Foreign exchange differences. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Movements in operating assets and liabilities (net of acquisitions and disposals of controlled entity balances) (Increase)/decrease in trade and other receivables. . . . . . . . . . . . . . . . . . . . . . . (Increase)/decrease in inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (Increase)/decrease in prepayments and other assets. . . . . . . . . . . . . . . . . . . . . Increase/(decrease) in trade and other payables . . . . . . . . . . . . . . . . . . . . . . . . Increase/(decrease) in revenue received in advance . . . . . . . . . . . . . . . . . . . . . . Increase/(decrease) in net taxes payable. . . . . . . . . . . . . . . . . . . . . . . . . . . . . Increase/(decrease) in provisions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net cash provided by operating activities. . . . . . . . . . . . . . . . . . . . . . . . . . . (b) Reconciliation of cash balances Cash at the end of the year as shown in the cash flow statement agrees to the net amount of the following items in the notes to the financial statements: Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .10		3,438 3,239 3,588 3,648 (47) (71) 1,147 990 (186) (560) 25 15 238 182 (10) (20) (2) - - - (13) (59) - - 249 760 (2) (15) (52) (46) - 9 (109) (204) (96) 14 12 20 337 517 19 23 (92) (536) (246) 396
	8,520 8,553 823 689	8,198 8,302
		546 474
	823 689	546 474

180

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

24. Notes to the cash flow statement (continued)

(c) Significant financing and investing activities that involve components of non cash

Other fiscal 2007 acquisitions

On 5 June 2007, our controlled entity KAZ Group Pty Limited purchased an additional 40% interest in the issued share capital of Enhanced Processing Technologies Pty Ltd, for nominal consideration, giving us a controlling 100% ownership of this entity. Previously, Enhanced Processing Technologies Pty Ltd was a jointly controlled entity.

Acquisition of assets by means of finance leases

Telstra Group	Telstra Entity
Year ended	Year ended
30 June	30 June
2007 2006	2007 2006
$m $m	$m $m
Acquisition of plant & equipment by means of finance leases . . 58 44	58 44

On 22 June 2007, we acquired an additional 25% interest in the issued share capital of 1300 Australia Pty Ltd, for a total purchase consideration of $12 million, giving us 85% ownership of this controlled entity. We recognised additional goodwill of $12 million on acquisition.

(d) Acquisitions

Refer to note 29 for further details on our acquisitions.

SouFun Holdings Limited (SouFun)

CSL New World Mobility Group

On 31 August 2006, our controlled entity Sensis Pty Ltd acquired 55% (on an undiluted basis) of the issued capital of SouFun for a total consideration of $337 million including acquisition costs.

During fiscal 2006, we merged our 100% owned Hong Kong mobile operations (Telstra CSL Group) with the Hong Kong mobile operations of New World PCS Holdings Limited and its controlled entities (New World Mobility Group) to form the CSL New World Mobility Group.

The effect on the Telstra Group of the acquisition is detailed below:

		SouFun	SouFun
		2007	2007	Under the merger agreement, Telstra CSL Limited (Telstra CSL) issued
		$m	$m	new shares to New World Mobility Holdings Limited (NWMHL) in
Consideration for acquisition				return for 100% of the issued capital of	the New World Mobility Group
Cash consideration for acquisition Costs of acquisition . . . . . . . . . . . . .		333 4		and $44 million in cash. The share issue diluted Telstra’s ownership in the merged group to 76.4%. The effect on the Telstra Group of the
Total purchase consideration. . . . . .		337		merger is detailed below.

Cash balances acquired . . . . . . . . . .		(23)			New World Mobility Group
Outflow of cash on acquisition. . . . .		314			2006	2006
			Carrying		$m	$m
		Fair value	value
Assets/(liabilities) at acquisition date				Consideration for acquisition
Cash and cash equivalents . . . . . . . .		23	23	Fair value of Telstra CSL shares issued	577
Trade and other receivables . . . . . . . .		8	8	Cash received on acquisition . . . .	(44)
Property, plant and equipment. . . . . .		1	1	Total purchase consideration. . .	533
Intangible assets. . . . . . . . . . . . . . .		38	-
Other assets. . . . . . . . . . . . . . . . . .		1	1			Carrying
Deferred tax assets . . . . . . . . . . . . .		1	1		Fair value	value
Trade and other payables . . . . . . . . .		(9) (9)		Assets/(liabilities) at acquisition date
Current tax liabilities . . . . . . . . . . . .		(2) (2)		Trade and other receivables. . . . .	21	21
Deferred tax liabilities . . . . . . . . . . .		(9) -		Inventories . . . . . . . . . . . . . . .	4	4
Revenue received in advance . . . . . . .		(6) (6)		Property, plant and equipment . .	174	174
Net assets . . . . . . . . . . . . . . . . . . .		46	17	Intangible assets . . . . . . . . . . .	109	-
Adjustment to reflect minority interests				Other assets . . . . . . . . . . . . . .	14	14
acquired . . . . . . . . . . . . . . . . . . . .		(21)		Deferred tax assets . . . . . . . . . .	21	29
Goodwill on acquisition. . . . . . . . . .		312		Trade and other payables . . . . . .	(97)	(75)
		337		Net identifiable assets acquired . .	246	167
Profit after minority interests from				Goodwill on acquisition. . . . . . .	287
acquisition date until 30 June 2007 . . .		8			533
				Profit from acquisition date until
SouFun is China’s largest online real esta	te	home furni	shings and	30 June 2006 . . . . . . . . . . . . . .	1

Under the merger agreement, Telstra CSL Limited (Telstra CSL) issued new shares to New World Mobility Holdings Limited (NWMHL) in return for 100% of the issued capital of the New World Mobility Group and $44 million in cash. The share issue diluted Telstra’s ownership in the merged group to 76.4%. The effect on the Telstra Group of the merger is detailed below.

SouFun is China’s largest online real estate, home furnishings and home improvements portal.

181

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

24. Notes to the cash flow statement (continued)

(d) Acquisitions (continued)

Other fiscal 2006 acquisitions

CSL New World Mobility Group (continued)

During fiscal 2007, we were required to make a cash payment of $21 million to NWMHL following finalisation of the subscription amount which represented an adjustment to the $44 million cash received in fiscal 2006. In accordance with the terms of the merger, this adjustment was primarily based on the final working capital position of the New World Mobility Group at the completion date.

The net impact of the merger on the Telstra Group results, including the adjustment to the subscription amount in fiscal 2007, are detailed below.

	Telstra Group
Net increase in Telstra Group net assets Inflow (outflow) of cash on acquisition (net of transaction costs) . . . . . . . . . . . . . . . . . . . . . . New World Mobility Group net identifiable assets acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . Goodwill on acquisition of New World Mobility Group Reduction of Telstra CSL goodwill on dilution . . . . . Represented by the following movements in equity Minority interest recognised . . . . . . . . . . . . . . . Reduction in foreign currency translation reserve on dilution . . . . . . . . . . . . . . . . . . . . . . . . . . . . Dilution gain recognised as a result of merger . . . .	$m
	21 246 308 (308)
	267 (230) (19)
	18

The CSL New World Mobility Group is a provider of mobile telecommunication products and services which operates primarily in Hong Kong.

During fiscal 2006, we also acquired several other entities which are not individually significant and have been aggregated as ‘Other’. The effect on the Telstra Group of the acquisitions are detailed below.

	Other
	2006 2006 $m $m
Consideration for acquisitions Cash consideration for acquisitions Costs of acquisitions . . . . . . . . . Total purchase consideration. . . Payments of deferred consideration for prior years’ acquisition . . . . . Outflow of cash on acquisition. . Assets/(liabilities) at acquisition date Trade and other receivables. . . . . Property, plant and equipment . . Intangible assets - goodwill. . . . . Intangible assets - other . . . . . . . Provisions . . . . . . . . . . . . . . . . Deferred tax liabilities . . . . . . . . Other liabilities . . . . . . . . . . . . Net assets . . . . . . . . . . . . . . . . Adjustment to reflect minority interests acquired . . . . . . . . . . . Adjustment upon increase in ownership interest from associated entity to controlled . . . . . . . . . . Goodwill on acquisition. . . . . . . Profit from acquisition date until 30 June 2006 . . . . . . . . . . . . . . . .	31 2 33 10 43 Fair value Carrying value
	5 5 2 2 26 26 12 - (3) (3) (4) - - (2)
	38 28 (14) (2) 11 33 1
	1

Our ‘Other’ acquisitions include:

100% of the issued share capital of the Converged Networks Group;
additional 25% interest in the issued share capital of Invizage Pty Ltd giving us 100% ownership of this entity;
additional 40% interest in the issued share capital of Enhanced Processing Technologies Inc giving us 100% ownership of this entity; and
additional 24.7% interest in the issued share capital of Adstream (Aust) Pty Ltd and its controlled entities giving us a controlling 58% interest.

182

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

24. Notes to the cash flow statement (continued)

(d) Acquisitions (continued)

Other information relating to our acquisitions

During fiscal 2007, we have recognised goodwill of $345 million (2006: $324 million) on acquisition of our controlled entities. The following factors contributed to the recognition of goodwill:

forecast revenues and profitability of the acquired entities;
cost synergies expected by combining our current operations with the acquired entities; and
strategic benefits to the operations of the Telstra Group.

We have identified and measured any significant intangible assets separately from goodwill on acquisition of our controlled entities.

If our acquisitions during fiscal 2007 had occurred on 1 July 2006, our adjusted consolidated income and consolidated profit after minority interests for the year ended 30 June 2007 for the Telstra Group would have been $23,970 million and $3,255 million respectively.

If our acquisitions during fiscal 2006 had occurred on 1 July 2005, our adjusted consolidated income and consolidated profit after minority interests for the year ended 30 June 2006 for the Telstra Group would have been $23,312 million and $3,172 million respectively.

(e) Disposals

Australian Administration Services Group Pty Ltd (AAS)

On 31 August 2006, our controlled entity KAZ Group Pty Limited sold its 100% shareholdings in controlled entities Australian Administration Services Pty Ltd, AAS Superannuation Services Pty Ltd and Atune Financial Solutions Pty Ltd for a total consideration of $235 million.

It also included AAS’s 50% shareholding in a jointly controlled entity Money Solutions Pty Ltd.

	AAS
	Year ended 30 June 2007
	$m
Consideration on disposal Cash consideration for disposal . . . . . . . . . . . . Cash and cash equivalents disposed of . . . . . . . . Costs of disposal . . . . . . . . . . . . . . . . . . . . . . Inflow of cash on disposal. . . . . . . . . . . . . . .
	235

	(23)
	(4)
	208

Other fiscal 2007 disposals

On 28 November 2006, our controlled entity Sensis Pty Ltd sold its 61% shareholding in controlled entity Platefood Limited for a total consideration of $10 million.

183

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

25. Impairment

Cash generating units

For the purposes of undertaking our impairment testing, we identify cash generating units (CGUs). Our CGUs are determined according to the smallest group of assets that generate cash inflows that are largely independent of the cash inflows from other assets or groups of assets.

The carrying amount of our goodwill and intangible assets with an indefinite useful life are detailed below:

The carrying amount of our goodwill and intangible assets with an indefinite useful life are detailed below:
	Goodwill Intangibles with indefinite useful lives
	As at 30 June As at 30 June 2007 2006 2007 2006 $m $m $m $m
CGUs CSL New World Mobility Group . . . . . . . . . . . . . . . . . . . . . . . . KAZ Group. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . TelstraClear Group. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Telstra Europe Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Sensis Group (a) (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Trading Post Group (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Universal Publishers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Adstream Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Telstra Business Systems. . . . . . . . . . . . . . . . . . . . . . . . . . . . SouFun Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1300 Australia Pty Ltd . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Individual assets Trading Post mastheads (b) . . . . . . . . . . . . . . . . . . . . . . . . . .	1,100 1,246 - - 163 270 - - 151 137 - - 108 113 - - 215 36 - - - 179 - - 15 15 10 11 29 30 - - 30 30 - - 293 - - - 16 4 8 8 6 13 - -
	2,126 2,073 18 19 - - 337 447
	2,126 2,073 355 466

(a) Our assessment of the Sensis Group CGU excludes Universal Publishers, Adstream Group and SouFun Group that form part of the Sensis reportable segment.

(b) In prior years the CGU used for the purposes of testing the impairment of the goodwill acquired on the acquisition of the Trading Post business also included the Trading Post mastheads and property, plant and equipment directly attributable to the CGU. During the year, as the financial and operational functions of the Trading Post business were integrated into the Sensis Group, the goodwill has been reallocated to the Sensis Group CGU. At 30 June 2007 the Trading Post mastheads have been tested for impairment on a stand alone basis except for the inclusion of software considered integral to the generation of its largely independent cash flows.

The Telstra Entity CGU consists of our ubiquitous telecommunications infrastructure network in Australia, excluding the HFC network that we consider not to be integrated with the rest of our

telecommunications network. Assets that form part of the ubiquitous telecommunications network are considered to be working together to generate our net cash flows. No one item of telecommunications equipment is of any value without the other assets to which it is connected in order to achieve delivery of our products and services.

Impairment testing

Our impairment testing compares the carrying value of an individual asset or CGU with its recoverable amount as determined using a value in use calculation.

In addition to the above CGUs, we have two further significant CGUs that are assessed for impairment. These two CGUs are:

the Telstra Entity CGU, excluding the HFC network; and
the CGU comprising the HFC network.

Our assumptions for determining the recoverable amount of each asset and CGU are based on past experience and our expectations for the future. Our cash flow projections are based on five year management approved forecasts. These forecasts use management estimates to determine income, expenses, capital expenditure and cash flows for each asset and CGU.

184

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

25. Impairment (continued)

Impairment testing (continued)

We have used the following key assumptions in determining the recoverable amount of our CGUs to which goodwill or indefinite life intangible assets has been allocated:

Discount rate
(a)

Terminal value
growth rate (b)

As at 30 June
2007
2006
%
%

CSL New World Mobility Group
11.0
11.1
KAZ Group. . . . . . . . . . . . .
15.6
16.6
TelstraClear Group. . . . . . . .
16.5
18.0
Telstra Europe Group . . . . . .
11.4
14.9
Sensis Group . . . . . . . . . . .
13.1
13.7
Trading Post Group (c) . . . . .
-
15.3
Universal Publishers . . . . . .
13.9
14.3
Adstream Group . . . . . . . . .
14.7
18.6
Telstra Business Systems. . . .
14.4
15.0
SouFun Group . . . . . . . . . .
18.8
-

2.0
5.0
3.0
3.0
3.0
3.0
3.0
3.0
3.0
3.0
-
2.5
3.0
2.5
2.5
2.5
3.0
2.5
5.0
-

The post tax discount rate used in determining the carrying value of the Trading Post mastheads was 12.6%. This discount rate includes a risk premium given the changing nature of the Trading Post business. Cash flows beyond year five have been extrapolated using an estimated terminal growth rate of 3%. This rate has been determined with regard to the projected growth rates for the specific market in which Trading Post participates and is not expected to exceed the long term average growth rates for this market.

(a) Discount rate represents the pre tax discount rate applied to the cash flow projections. The discount rate reflects the market determined, risk adjusted, discount rate which was adjusted for specific risks relating to the CGU and the countries in which they operate.

(b) Terminal value growth rate represents the growth rate applied to extrapolate our cash flows beyond the five year forecast period. These growth rates are based on our expectation of the CGUs long term performance in their respective markets. The terminal growth rates for the Australian CGUs were aligned to three percent as part of the impairment testing conducted for the half year ended 31 December 2006.

(c) During the year the Trading Post Group was integrated into the Sensis Group and as such is no longer considered a separate CGU. As at 30 June 2007 the carrying value of the Trading Post mastheads was tested for impairment based on value in use. This test resulted in an impairment charge of $110 million being recognised in the financial statements. The impairment arose as a result of increasing competition in the traditional print classifieds market, challenges in the highly competitive on-line classified market and the risks associated with new initiatives.

As a result of the impairment, the carrying value of the Trading Post mastheads at 30 June 2007 is $337 million which is equal to its recoverable amount. Changes in the key assumptions used in determining the forecast cash flows could result in changes to these cash flows and further adjustments to the carrying value. Assuming the forecast cashflows are either surpassed or missed by 10%, the recoverable amount of the Trading Post mastheads will be higher or lower than its carrying amount by $28 million respectively.

185

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

26. Expenditure commitments

	Telstra Group As at 30 June 2007 2006 $m $m	Telstra Entity
		As at 30 June 2007 2006 $m $m
(a) Capital expenditure commitments Total capital expenditure commitments contracted for at balance date but not recorded in the financial statements: Property, plant and equipment commitments Within 1 year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Within 1 to 5 years. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . After 5 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	732 658 122 97 5 -	625 627 122 95 5 -
Intangible assets commitments Within 1 year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Within 1 to 5 years. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (b) Operating lease commitments Future lease payments for non-cancellable operating leases not recorded in the financial statements: Within 1 year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Within 1 to 5 years. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . After 5 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	859 755	752 722
	233 159 88 146	191 124 24 121
	321 305	215 245
	373 377 781 782 264 313	297 236 690 475 210 163
	1,418 1,472	1,197 874

In addition, in fiscal 2007 the Telstra Group had total future commitments under cancellable operating leases of $292 million (2006: $356 million). In fiscal 2007, the Telstra Entity had total future commitments under cancellable operating leases of $291 million (2006: $354 million).

Contingent rental payments exist for motor vehicles and are not significant compared with total rental payments made. These are based on unfair wear and tear, excess kilometres travelled, additional fittings and no financial loss to be suffered by the leasing company from changes to the original agreements. Our motor vehicles and related equipment must also remain in Australia.

Description of our operating leases

We have operating leases for the following types of assets: • rental of land and buildings;

A number of our operating leases are considered onerous due to our transformation project and as such, have been provided for in our financial statements. Refer to note 19 for further details.

rental of motor vehicles, caravan huts and trailers, and mechanical aids; and
rental of personal computers, laptops, printers and other related equipment that are used in non communications plant activities.

The average lease term is:

6 years for land and buildings;
2 years for motor vehicles, 4 years for light commercial vehicles and 7 to 12 years for trucks and mechanical aids; and
3 years for personal computers and related equipment.

The majority of our operating leases relate to land and buildings. We have several subleases with total minimum lease payments of $24 million (2006: $19 million) for the Telstra Group and $7 million (2006: $3 million) for the Telstra Entity. Our property operating leases generally contain escalation clauses, which are fixed increases generally between 3% and 5%, or increases subject to the consumer price index. We do not have any significant purchase options.

186

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

26. Expenditure commitments (continued)

26. Expenditure commitments (continued)
	Telstra Group As at 30 June 2007 2006 $m $m 44 28 76 72 47 52 167 152 (49) (51) 118 101 35 20 83 81 118 101	Telstra Entity
Note		As at 30 June 2007 2006 $m $m
(c) Finance lease commitments Within 1 year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Within 1 to 5 years. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . After 5 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total minimum lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Future finance charges on finance leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . Present value of net future minimum lease payments . . . . . . . . . . . . . . . . . . . . Included in the financial statements as: Current borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .18 Non current borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .18 Total finance lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .18		40 22 58 53 - -
		98 75 (10) (9)
		88 66
		34 18 54 48
		88 66

Description of our finance leases

We have finance leases for the following types of assets:

property leases in our controlled entity, Telstra Europe Limited; and
computer mainframes, computer processing equipment and other related equipment.

The average lease term is:

24 years for the property leases with a remaining weighted average life of 16 years; and
4 years for computer mainframes and associated equipment.

Interest rates for our finance leases are:

property leases interest rate of 11.25%; and
computer mainframes, computer processing equipment and associated equipment weighted average interest rate of 7.7%.

In addition to the above finance lease commitments, we previously entered into US finance leases for communications exchange equipment with various entities denominated in US dollars. We have prepaid all lease rentals due under the terms of these leases and have no additional payment obligations.

These entities lease the communications equipment from the ultimate lessor and then sublease the equipment to us. We have guaranteed that the lease payments will be paid by these entities to the ultimate lessor as scheduled over the lease terms (refer to note 27 for further information).

We hold an early buyout option that we could exercise in fiscal 2011 and fiscal 2013, otherwise the relevant lease period ends during fiscal 2015 and fiscal 2016. Refer to note 14 for further details on communication assets and equipment that are held under finance lease.

187

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

26. Expenditure commitments (continued)

26. Expenditure commitments (continued)
	Telstra Group As at 30 June 2007 2006 $m $m 387 336 580 334 83 20 1,050 690	Telstra Entity
		As at 30 June 2007 2006 $m $m
(d) Other commitments Other expenditure commitments, other than commitments dealt with in (a), (b) and (c) above, which have not been recorded in the financial statements are: Within 1 year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Within 1 to 5 years. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . After 5 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		301 316 505 248 60 3
		866 567

Our other expenditure commitments include contracts for printing, engineering and operational support services, information technology services and building maintenance.

Information regarding our share of our jointly controlled and associated entities’ commitments is included in note 30.

188

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

27. Contingent liabilities and contingent assets

We have no significant contingent assets as at 30 June 2007. The details and maximum amounts (where reasonable estimates can be made) are set out below for our contingent liabilities.

Telstra Entity

Common law claims

Certain common law claims by employees and third parties are yet to be resolved. As at 30 June 2007, management believes that the resolution of these contingencies will not have a significant effect on the Telstra Entity's financial position, results of operations or cash flows. The maximum amount of these contingent liabilities cannot be reasonably estimated.

Included in our common law claims are the following litigation cases:

(a) In November 2002, Seven Network Limited and C7 Pty Limited ('Seven') commenced litigation against us and various other parties ('the respondents') in relation to the contracts and arrangements between us and some of those other parties relating to the right to broadcast Australian Football League and National Rugby League, the contract between FOXTEL and us for the provision of HFC cable services (the Broadband Co-operation Agreement) and other matters.

Seven sought damages and other relief, including that some of these contracts and arrangements are void. Seven also sought orders which would, in effect, require a significant restructure of the subscription television/sports rights markets in Australia.

On 27 July 2007 the Federal Court dismissed Seven's case on all grounds. Final orders will be made, after the parties make submissions on costs. The decision could be subject to appeal by Seven.

(b) In January 2006, a shareholder commenced a representative proceeding in the Federal Court against Telstra. The statement of claim alleges that Telstra breached the Corporations Act and the Australian Stock Exchange (ASX) Listing Rules by failing to disclose:

that Telstra's senior management had formed an opinion that there had been past deficiencies in operating expenditure and capital expenditure on telecommunications infrastructure;

Unconditioned Local Loop Service (ULLS) and Line Sharing Service (LSS)

ULLS is a declared service by which competitors effectively rent the copper pairs or "loops" connecting Telstra exchanges to almost all residential and business premises in Australia. The ULLS is connected to Telstra's competitors' equipment in Telstra's exchanges allowing them to provide voice and broadband services to retail customers. Once connected, no Telstra services can be provided over the ULLS. The ACCC has indicated that Telstra should charge different prices in different areas for ULLS, despite the fact that it is required to charge the same residential and business retail prices for a basic line rental service throughout Australia.

In December 2005, Telstra submitted an ULLS access undertaking with a single (or averaged) price of $30 per month for all areas. In August 2006 the ACCC issued a final decision, rejecting the undertaking on the basis that it was not satisfied that Telstra's estimate of its costs and the averaging of those costs were reasonable. Telstra appealed that rejection to the Australian Competition Tribunal but the Australian Competition Tribunal upheld the decision of the ACCC on 17 May 2007.

A number of Telstra's competitors have notified access disputes in relation to ULLS. In August 2006, the ACCC made binding interim decisions in several of these arbitrations that prices remain deaveraged and that the price in band 2 (the metropolitan area - where the greatest number of ULLS services will be provided) be reduced from $22 to $17.70 per month. In June 2007, the ACCC issued a number of draft final determinations that sets out the monthly charges for fiscal 2008 to be $6.00 for band 1, $14.40 for band 2 and $30.30 for band 3. Submissions on the prices set out in the draft final determination are due in August 2007.

LSS is a service whereby the copper wire connecting our exchanges to almost all residential and business premises in Australia is shared with a Telstra competitor. Telstra will typically provide voice services to the customer while the competitor will provide broadband services over the same copper wire.

In December 2004, Telstra submitted a LSS access undertaking at $9 per month. This was rejected by the ACCC in December 2005, with the Australian Competition Tribunal upholding the ACCC’s rejection in June 2006.

that Telstra had forecast a long term decline in PSTN revenues; and
that Telstra had communicated these matters to the Government.

In November 2006, the shareholder filed a second further amended statement of claim, in response to arguments raised in our application to strike out portions of the earlier pleading.

The claim seeks orders for compensation for the class of shareholders who bought shares between the time that these matters became known to Telstra and the time at which they were disclosed to the market. On 22 December 2006, Telstra filed its defence and will vigorously defend the claim. A trial date is set for 26 November 2007.

A number of Telstra competitors have notified access disputes in relation to LSS. On 21 December 2006, the ACCC made an interim decision in these disputes that the access charge for LSS be set at $3.20 per month. On 30 March 2007, the ACCC issued a draft final determination that the access charge for LSS be set at $2.50 per month. This draft determination has been subsequently upheld and on 12 July 2007 the ACCC issued a final determination at $2.50 per month.

189

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

27. Contingent liabilities and contingent assets (continued)

Telstra Entity (continued)

Unconditioned Local Loop Service (ULLS) and Line Sharing Service (LSS) (continued)

When the ACCC make their final determinations on these remaining access disputes, they may find that it is reasonable for Telstra to reimburse the access seekers for the difference in the access price charged from the date in which the various access seekers lodged their access dispute or from a point prior to that time when negotiations between Telstra and the access seeker commenced.

On 24 January 2007, Telstra commenced proceedings in the High Court against the Commonwealth, the ACCC and eleven access seekers who had, prior to 24 January 2007, notified access disputes in respect of ULLS and/or LSS. Telstra is seeking declarations from the High Court that Part XIC of the Trade Practices Act is invalid as it applies to ULLS and LSS, together with administrative relief directed at each of the specific access disputes. The matter was accepted at the last directions hearing on 4 July 2007 and will be referred to the full court of the High Court for hearing, expected in November 2007.

Indemnities, performance guarantees and financial support

We have provided the following indemnities, performance guarantees and financial support through the Telstra Entity as follows:

Indemnities to financial institutions to support bank guarantees to the value of $364 million (2006: $347 million) in respect of the performance of contracts.
Indemnities to financial institutions in respect of the obligations of our controlled entities. The maximum amount of our contingent liabilities for this purpose was $245 million (2006: $311 million).
Financial support for certain controlled entities to the amount necessary to enable those entities to meet their obligations as and when they fall due. The financial support is subject to conditions including individual monetary limits totalling $103 million (2006: $150 million) and a requirement that the entity remains our controlled entity.
Guarantees of the performance of jointly controlled entities under contractual agreements to a maximum amount of $21 million (2006: $69 million).
Guarantees over the performance of third parties under defeasance arrangements, whereby lease payments are made on our behalf by the third parties over the remaining terms of the finance leases. The lease payments over the remaining expected term of the leases amount to $671 million (US$569 million) (2006: $843 million (US$626 million)). We hold an early buyout option that we could exercise in fiscal 2011 and fiscal 2013, otherwise the relevant lease period ends during fiscal 2015 and fiscal 2016. Refer to note 26 for further details on the above finance leases.
During fiscal 1998, we resolved to provide IBM Global Services Australia Limited (IBMGSA) with guarantees issued on a several basis up to $210 million as a shareholder of IBMGSA. We issued a guarantee of $68 million on behalf of IBMGSA during fiscal 2000. During fiscal 2004, we sold our shareholding in this entity. The $68 million guarantee is provided to support service contracts entered into by IBMGSA and third parties, and was made with IBMGSA bankers, or directly to IBMGSA customers. As at 30 June 2007, this guarantee has still been provided and $142 million (2006: $142 million) of the $210 million guarantee facility remains unused.

Upon sale of our shareholding in IBMGSA and under the deed of indemnity between shareholders, our liability under these performance guarantees has been indemnified for all guarantees that were in place at the time of sale. Therefore, the overall net exposure to any loss associated with a claim has effectively been offset.

Other

FOXTEL † minimum subscriber guarantees and other obligations

The Telstra Entity and its partners, News Corporation Limited and Publishing and Broadcasting Limited, and Telstra Media Pty Ltd and its partner, Sky Cable Pty Ltd, have entered into agreements relating to pay television programming with various parties and other miscellaneous contracts. Our share of commitments under these agreements relate mainly to minimum subscriber guarantees (MSG) (refer to note 30 for details of MSG commitments).

As we are subject to joint and several liability in relation to certain agreements entered into by the FOXTEL partnership, we would be contingently liable if our partners in this relationship failed to meet any of their obligations. As a result, our contingent liabilities arising from FOXTEL’s MSG and other agreements are $1,712 million (2006: $1,531 million).

3GIS Partnership

During fiscal 2005, Telstra OnAir Holdings Pty Ltd and its partner, Hutchison 3G Australia Pty Ltd entered into agreements relating to the occupation of premises to provide 3GSM radio access network services.

As we are subject to joint and several liability in relation to agreements entered into by the 3GIS partnership, we would be contingently liable if our partners in this relationship failed to meet any of their obligations. As a result, our contingent liabilities arising from the above agreements are $154 million (2006: $154 million).

190

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

27. Contingent liabilities and contingent assets (continued)

Other (continued)

Reach Ltd (Reach) working capital facility

We, together with our co-shareholder PCCW Limited (PCCW), previously bought a loan facility owed to a banking syndicate by Reach Finance Ltd, a subsidiary of our 50% owned joint venture Reach. As part of this arrangement, the shareholders also agreed to provide a US$50 million working capital facility to Reach. Under the facility Reach is entitled to request from Telstra a maximum of US$25 million to assist in meeting ongoing operational requirements. Drawdowns under this facility must be repaid at the end of each interest period as agreed between the parties and the loan must be fully repaid by 31 December 2007. The applicable interest rate is LIBOR plus 2.5%. As at 30 June 2007, Reach had not made any drawdown under this facility.

We have no joint or several liability relating to PCCW's US$25 million share of the working capital facility.

ASIC deed of cross guarantee

A list of the companies that are part of our deed of cross guarantee appear in note 29. Each of these companies (except Telstra Finance Limited) guarantees the payment in full of the debts of the other named companies in the event of their winding up. Refer to note 29 for further information.

191

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

28. Post employment benefits

The employee superannuation schemes that we participate in or sponsor exist to provide benefits for our employees and their dependants after finishing employment with us. It is our policy to contribute to the schemes at rates specified in the governing rules for defined contribution schemes, or at rates determined by the actuaries for defined benefit schemes.

The defined contribution divisions receive fixed contributions and our legal or constructive obligation is limited to these contributions.

The present value of our defined benefit obligations for the defined benefit plans are calculated by an actuary using the projected unit credit method. This method determines each year of service as giving rise to an additional unit of benefit entitlement and measures each unit separately to calculate the final obligation.

Details of the defined benefit plans we participate in are set out below.

Telstra Superannuation Scheme (Telstra Super)

On 1 July 1990, Telstra Super was established and the majority of Telstra staff transferred into Telstra Super. The Telstra Entity and some of our Australian controlled entities participate in Telstra Super. Telstra Super has both defined benefit and defined contribution divisions. The defined benefit divisions of Telstra Super are closed to new members.

The defined benefit divisions provide benefits based on years of service and final average salary. Post employment benefits do not include payments for medical costs.

The benefits received by members of the defined benefit schemes are based on the employees’ remuneration and length of service.

Measurement dates

For Telstra Super actual membership data as at 30 April was used to value precisely the defined obligations as at that date. Details of assets, contributions, benefit payments and other cash flows as at 31 May were also provided in relation to Telstra Super. These April and May figures were then rolled up to 30 June to allow for changes and used in the actuarial valuation.

Actual membership data as at 31 May was used to precisely measure the defined benefit liability as at that date for the HK CSL Retirement Scheme. Details of assets, contributions, benefit payments and other cash flows as at 31 May were also provided in relation to the HK CSL Retirement Scheme.

The fair value of the defined benefit plan assets and the present value of the defined benefit obligations as at the reporting date is determined by our actuary. The details of the defined benefit divisions are set out in the following pages.

Other defined contribution schemes

A number of our subsidiaries also participate in defined contribution schemes which receive employer and employee contributions based on a percentage of the employees salaries. The Telstra Group made contribution to these schemes of $28 million for fiscal 2007 (2006: $32 million).

Contribution levels made to the defined benefit divisions are designed to ensure that benefits accruing to members and beneficiaries are fully funded as the benefits fall due. The benefits received by members of each defined benefit division take into account factors such as the employee's length of service, final average salary, employer and employee contributions.

An actuarial investigation of this scheme is carried out at least every three years.

With the completion of the Government sale of its remaining shareholding in Telstra during the year, the employees who were members of the Commonwealth Superannuation Scheme were required to transfer to Telstra Super. There was no financial impact as a result.

HK CSL Retirement Scheme

Our controlled entity, Hong Kong CSL Limited (HK CSL), participates in a superannuation scheme known as the HK CSL Retirement Scheme. This scheme was established under the Occupational Retirement Schemes Ordinance (ORSO) and is administered by an independent trustee. The scheme has three defined benefit sections and one defined contribution section. Actuarial investigations are undertaken annually for this scheme.

192

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

28. Post employment benefits (continued)

(a) Net defined benefit plan asset - historical summary

Our net defined benefit plan asset recognised in the balance sheet for the current and previous periods is determined as follows:

	Telstra Group
	As at 30 June 2007 2006 2005 $m $m $m
Fair value of defined benefit plan assets (d) . . . . . . . . . . . . . . . . . . . . . . . . . Present value of the defined benefit obligation (e). . . . . . . . . . . . . . . . . . . . . Net defined benefit asset before adjustment for contributions tax. . . . . . . . . . . Adjustment for contributions tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	4,342 4,553 4,518 3,646 3,675 4,308
	696 878 210 118 151 37
Net defined benefit asset in the balance sheet at 30 June(i) . . . . . . . . . . . . . Experience adjustments: Experience adjustments arising on defined benefit plan assets - gain . . . . . . . . . Experience adjustments arising on defined benefit obligations - gain/(loss) . . . . .	814 1,029 247
	261 480 155 69 (206) (44)

	Telstra Entity
	As at 30 June 2007 2006 2005 $m $m $m
Fair value of defined benefit plan assets (d) . . . . . . . . . . . . . . . . . . . . . . . . . Present value of the defined benefit obligation (e). . . . . . . . . . . . . . . . . . . . . Net defined benefit asset before adjustment for contributions tax. . . . . . . . . . . Adjustment for contributions tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net defined benefit asset in the balance sheet at 30 June (i). . . . . . . . . . . . . Experience adjustments: Experience adjustments arising on defined benefit plan assets - gain . . . . . . . . . Experience adjustments arising on defined benefit obligations - gain/(loss) . . . . .	4,244 4,458 4,439 3,578 3,605 4,234
	666 853 205 118 151 37
	784 1,004 242
	252 474 152 70 (206) (47)

(i) At 30 June the fair value of defined benefit plan assets exceeds the present value of defined benefit obligations resulting in a net surplus. We recognise the net surplus as an asset as we have the ability to control this surplus to generate future funds that are available to us in the form of reductions in future contributions, or as a cash refund. The asset recognised does not exceed the present value of any economic benefits available in the form of refunds from the plan or reductions in future contributions to the plan.

193

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

28. Post employment benefits (continued)

(b) Amounts recognised in the income statement and in equity

	Telstra Group Year ended 30 June 2007 2006 $m $m 188 227 187 205 (316) (322) (17) (40) 38 (17) 10 15 114 89 35 28 239 185	Telstra Entity
		Year ended 30 June 2007 2006 $m $m
The components of defined benefit plan expense recognised in the income statement within labour expenses are as follows: Current service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Interest cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Expected return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Member contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Curtailment loss/(gain) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Plan expenses after tax. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Notional transfer of funds for defined contribution benefits. . . . . . . . . . . . . . . . . Adjustment for contributions tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . The movements in the defined benefit plan asset recognised directly in equity in the statement of recognised income and expense are as follows: Actuarial gains on defined benefit plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Adjustment for contributions tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Cumulative actuarial gains recognised directly in equity. . . . . . . . . . . . . . . . .		184 220 184 202 (310) (316) (17) (39) 38 (17) 10 15 114 89 35 28
		238 182
	21 820 2 142	15 803 2 142
	23 962 895 872	17 945
		877 860

194

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

28. Post employment benefits (continued)

(c) Categories of plan assets

The weighted average asset allocation by major asset category as a percentage of the fair value of total plan assets as at 30 June are as follows:

	Telstra Super	HK CSL Retirement Scheme
	As at 30 June 2007 2006 Target Actual Target Actual % % % %	As at 30 June 2007 2006 Target Actual Target Actual % % % %
Asset allocations Equity instruments . . . . . . . . . . . . Debt instruments . . . . . . . . . . . . . Property . . . . . . . . . . . . . . . . . . . Cash . . . . . . . . . . . . . . . . . . . . . Private equity . . . . . . . . . . . . . . . Infrastructure. . . . . . . . . . . . . . . . International hedge funds. . . . . . . .	35 43 68 69 18 11 12 10 10 13 15 16 2 5 5 5 11 8 - - 5 3 - - 19 17 - - 100 100 100 100	60 58 60 61 35 37 35 32 - - - - 5 5 5 7 - - - - - - - - - - - -
		100 100 100 100

The defined benefit plan’s investment strategy is to control the level of risk by investing in a broad range of quality investments, and using a range of Australian and International investment managers who specialise in cash, fixed interest, shares, property, private equity, infrastructure and international hedge funds. The trustee of Telstra Super constantly reviews the investments and adjusts the investment strategy in order to maximise returns within this controlled risk profile and take advantage of perceived market inefficiencies.

Investment goals are to earn the best possible returns within the appropriate strategic level of risk, and maintain the financial viability of the funds by ensuring plan assets exceed benefit obligations.

Derivatives are used to limit exposure to market fluctuations and are used within appropriate control environments for direct and externally managed investments. Derivatives are not used for speculative purposes.

Telstra Super’s investments in debt and equity instruments include bonds issued by and shares in Telstra Corporation Limited. Refer to note 33 for further details.

195

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

28. Post employment benefits (continued)

(d) Reconciliation of change in fair value of plan assets

	Telstra Group	Telstra Entity
	As at 30 June 2007 2006 $m $m	As at 30 June 2007 2006 $m $m
Fair value of defined benefit plan assets at beginning of year. . . . . . . . . . . . . . Expected return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Employer contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Member contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Notional transfer of funds for defined contribution benefits. . . . . . . . . . . . . . . . . Benefits paid (i) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Actuarial gains . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Plan expenses after tax. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Fair value of defined benefit plan assets at end of year. . . . . . . . . . . . . . . . . .	4,553 4,518 316 322 3 3 30 46 (114) (89) (685) (715) 261 480 (10) (15) (12) 3 4,342 4,553	4,458 4,439 310 316 - - 30 45 (114) (89) (682) (712) 252 474 (10) (15) - -
		4,244 4,458

The actual return on defined benefit plan assets was 16.6% (2006: 16.2%) for Telstra Super and 17.9% (2006: 12.3%) for HK CSL Retirement Scheme.

(e) Reconciliation of change in present value of wholly funded defined benefit obligation

(e) Reconciliation of change in present value of wholly funded defined benefit obligation
	Telstra Group	Telstra Entity
	As at 30 June 2007 2006 $m $m	As at 30 June 2007 2006 $m $m
Present value of defined benefit obligation at beginning of year. . . . . . . . . . . . Current service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Interest cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Member contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Benefits paid (i) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Actuarial losses/(gains). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Curtailment loss/(gain) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Present value of wholly funded defined benefit obligation at end of year. . . . . . .	3,675 4,308 188 227 187 205 12 7 (685) (715) 240 (340) 38 (17) (9) - 3,646 3,675	3,605 4,234 184 220 184 202 12 7 (682) (712) 237 (329) 38 (17) - -
		3,578 3,605

(i) Benefits paid includes $653 million (2006: $640 million) of entitlements (to exiting defined benefit members) which have been retained in Telstra Super but transferred to the defined contribution scheme.

For fiscal 2008, Telstra Super expect to pay $172 million for total benefit payments reflecting expected future service.

196

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

28. Post employment benefits (continued)

(f) Principal actuarial assumptions

We used the following major assumptions to determine our defined benefit plan expense for the year ended 30 June:

We used the following major assumptions to determine our defined benefit plan expense for the year ended 30 June:
Telstra Super	HK CSL Retirement Scheme
Year ended 30 June 2007 2006 % %	Year ended 30 June 2007 2006 % %
Discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5.1 4.7 Expected rate of return on plan assets (i). . . . . . . . . . . . . . . . . . . . . . . . . . . 7.0 7.5 Expected rate of increase in future salaries . . . . . . . . . . . . . . . . . . . . . . . . . 3.0 4.0	5.0 3.7 6.8 6.8 4.0 2.5

We used the following major assumptions to determine our defined benefit obligations at 30 June:

We used the following major assumptions to determine our defined benefit obligations at 30 June:
Telstra Super	HK CSL Retirement Scheme
Year ended 30 June 2007 2006 % %	Year ended 30 June 2007 2006 % %
Discount rate (ii) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5.1 5.1 Expected rate of increase in future salaries (iii) . . . . . . . . . . . . . . . . . . . . . . . 3.5 - 4.0 3.0	4.75 5.0 4.0 4.0

(i) The expected rate of return on plan assets has been based on historical and future expectations of returns for each of the major categories of asset classes over the subsequent 10 year period, or longer. Estimates are based on a combination of factors including the current market outlook for interest rates, inflation, earnings growth and currency strength. To determine the aggregate return, the expected future return of each plan asset class is weighted according to the strategic asset allocation of total plan assets.

For the HK CSL Retirement Scheme we have extrapolated the 7 year and 10 year yields of the Hong Kong Exchange Fund Notes to 16 years to match the term of the defined benefit obligations.

(iii) The salary inflation rate has been assumed to be 3.5% for fiscal 2008. For subsequent years, a rate of 4% which is reflective of our long term expectation for salary increases has been adopted.

Our assumption for the expected long-term rate of return on plan assets for fiscal 2008 is 8% for Telstra Super and 7.4% for HK CSL Retirement Scheme.

(ii) The present value of our defined benefit obligations is determined by discounting the estimated future cash outflows using a discount rate based on government guaranteed securities with similar due dates to these expected cash flows.

For Telstra Super we have used the 10-year Australian government bond rate as it has the closest term that one could get from the Australian bond market to match the term of the defined benefit obligations. We have not made any adjustment to reflect the difference between the term of the bonds and the estimated term of liabilities due to the observation that the current government bond yield curve is reasonably flat implying that the yields from government bonds with a term less than 10 years are expected to be very similar to the extrapolated bond yields with a term of 12 to 13 years.

Based on industry practice in Australia, we have adjusted the discount rate for Telstra Super to take into account future investment tax of the fund which is considered part of the ultimate cost to settle the obligation.

197

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

28. Post employment benefits (continued)

(g) Employer contributions

Telstra Super

In accordance with our funding deed with the trustee of Telstra Super, we are required to make future employer payments to Telstra Super in relation to the defined benefit plan as may be required. Our contributions to Telstra Super will recommence when the vested benefits index (VBI) - the ratio of defined benefit plan assets to defined benefit members’ vested benefits - falls to 103% or below. Our actuary is satisfied that contributions to maintain the VBI at this rate will maintain the financial position of Telstra Super at a satisfactory level. The VBI of the defined benefit divisions is 117% as at 30 June 2007 (30 June 2006: 115%). In calculating the VBI, defined benefit members’ total voluntary account balances have been excluded from Telstra Super’s assets and vested benefits. This approach is consistent with the definition of VBI in the funding deed.

As at 30 June 2006, K O'Sullivan FIAA completed an actuarial investigation of Telstra Super. The next actuarial investigation of Telstra Super is due to be completed by 30 June 2010 based on the scheme’s financial position as at 30 June 2009.

The actuarial investigation of Telstra Super reported that a surplus continued to exist. In accordance with the recommendations within the actuarial investigation, we were not expected to, and did not make employer contributions to the Telstra Super defined benefit divisions for the financial year ended 30 June 2007 and 30 June 2006. The current contribution holiday includes the contributions otherwise payable to the accumulation divisions of Telstra Super. The continuance of the holiday is however dependent on the performance of the fund and we are monitoring the situation on a monthly basis.

Telstra Entity’s contribution to the defined contribution divisions of Telstra Super were insignificant for fiscal 2007 and fiscal 2006. Based on the latest actuarial investigation, we do not expect to make any contributions to Telstra Super during fiscal 2008.

HK CSL Retirement Scheme

The contributions payable to the defined benefit divisions are determined by the actuary using the attained age normal funding actuarial valuation method.

Employer contributions made to the HK CSL Retirement Scheme for the financial year ended 30 June 2007 were $3 million (2006: $3 million). We expect to contribute $2 million to our HK CSL Retirement Scheme in fiscal 2008.

Annual actuarial investigations are currently undertaken for this scheme by Watson Wyatt Hong Kong Limited.

198

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

28. Post employment benefits (continued)

(h) Net financial position of plan

The financial position of the defined benefit divisions of Telstra Super (including defined benefit members’ total voluntary account balances) and the HK CSL Retirement Scheme is shown as follows:

	Net scheme assets Accrued benefits Net surplus (i) Vested benefits
	As at 30 June As at 30 June As at 30 June As at 30 June 2007 2006 2007 2006 2007 2006 2007 2006 $m $m $m $m $m $m $m $m
Telstra Super (ii) . . . . . . . . . . . . . . HK CSL Retirement Scheme (iii) . . . . .	4,211 4,449 2,904 3,079 1,307 1,370 3,610 3,853 98 94 65 74 33 20 66 68
	4,309 4,543 2,969 3,153 1,340 1,390 3,676 3,921

(i) In accordance with AAS 25: “Financial Reporting by Superannuation Plans” the net surplus is determined as the difference between the present value of the accrued benefits and the net market value of plan assets.

(ii) Amounts for Telstra Super have been taken from the audited financial report of the scheme as at 30 June 2007 and 30 June 2006. The scheme assets are stated at net market values.

(iii) Amounts for the defined benefit divisions of the HK CSL Retirement Scheme have been taken from the actuarial valuation of the scheme as at 30 June 2007 and 30 June 2006. The scheme assets are stated at net market values.

The estimated period over which the benefits of the members will be returned is 12.6 years for Telstra Super (2006: 11 years) and 14.5 years for the HK CSL Retirement Scheme (2006: 14.5 years).

The net surplus under AAS 25 of $1,340 million (30 June 2006: $1,390 million) differs from the net defined benefit asset of $814 million (30 June 2006: $1,029 million) recognised in the balance sheet due to different measurement rules in the relevant accounting standards AAS 25 and AASB 119: “Employee Benefits”. Both standards require present value discounting of future benefits, however AAS 25 requires the use of a discount rate equal to an expected asset return whereas AASB 119 requires an after-tax bond yield.

199

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

29. Investments in controlled entities

Below is a list of our investments in controlled entities.

Name of entity Country of incorporation Telstra Entity’s recorded amount of investment (#)	% of equity held by immediate parent
As at 30 June 2007 2006 $m $m	As at 30 June
	2007 2006 % %
Parent entity Telstra Corporation Limited (a) . . . . . . . . . . . . . . . . . . . Australia Controlled entities Telstra Finance Limited (a) . . . . . . . . . . . . . . . . . . . . . Australia - - Telstra Corporate Services Pty Limited (a) . . . . . . . . . . . . Australia 7 7 Transport Communications Australia Pty Ltd . . . . . . . . . . Australia 4 4 Telstra ESOP Trustee Pty Limited . . . . . . . . . . . . . . . . . . Australia - - Telstra Growthshare Pty Ltd . . . . . . . . . . . . . . . . . . . . Australia - - Telstra Media Pty Limited . . . . . . . . . . . . . . . . . . . . . . Australia 393 393 Telstra Multimedia Pty Limited (a) . . . . . . . . . . . . . . . . Australia 2,678 2,678 Telstra International Limited (a) . . . . . . . . . . . . . . . . . . Australia 2 2 Telstra New Wave Pty Ltd . . . . . . . . . . . . . . . . . . . . . . Australia 1 1 Telstra Pay TV Pty Ltd (a). . . . . . . . . . . . . . . . . . . . . . . Australia - - Hypertokens Pty Ltd . . . . . . . . . . . . . . . . . . . . . . . . . Australia - - Hypermax Holdings Pty Ltd . . . . . . . . . . . . . . . . . . . . . Australia 8 8 Chief Entertainment Pty Ltd . . . . . . . . . . . . . . . . . . . . Australia - - Data & Text Mining Technologies Pty Ltd . . . . . . . . . . . . Australia - - Lyrebird Technologies Pty Ltd . . . . . . . . . . . . . . . . . . . Australia - - Telstra 3G Spectrum Holdings Pty Ltd . . . . . . . . . . . . . . Australia 302 302 1300 Australia Pty Ltd (g) . . . . . . . . . . . . . . . . . . . . . . Australia 18 5 Telstra OnAir Holdings Pty Ltd . . . . . . . . . . . . . . . . . . . Australia 478 478 Converged Networks Pty Ltd . . . . . . . . . . . . . . . . . . . . Australia 1 1 Telstra Payment Solutions Pty Limited . . . . . . . . . . . . . . Australia 56 56 ESA Holdings Pty Ltd (b) . . . . . . . . . . . . . . . . . . . . . . . Australia - - Telstra Business Systems Pty Ltd (a). . . . . . . . . . . . . . . . Australia 69 69 Telstra Communications Limited (a). . . . . . . . . . . . . . . . Australia 29 29 • Telecom Australia (Saudi) Company Limited (c) (d). . . . Saudi Arabia - - Telstra Rewards Pty Ltd . . . . . . . . . . . . . . . . . . . . . . . Australia 14 14 • Telstra Visa Card Trust . . . . . . . . . . . . . . . . . . . . . Australia - - • Qantas Telstra Card Trust . . . . . . . . . . . . . . . . . . . Australia - - • Telstra Visa Business Card Trust . . . . . . . . . . . . . . . Australia - - Telstra Media Holdings Pty Limited (b) . . . . . . . . . . . . . . Australia - 30 • Telstra Enterprise Services Pty Limited (b) . . . . . . . . . Australia - - Communications Network Holdings Pty Ltd . . . . . . . . . . . Australia 4 4 • Advanced Digital Communications (WA) Pty Ltd . . . . . Australia - - • Western Communications Solutions Pty Ltd . . . . . . . . Australia - - Adstream (Aust) Pty Ltd . . . . . . . . . . . . . . . . . . . . . . . Australia 23 23 • Adstream Limited . . . . . . . . . . . . . . . . . . . . . . . . New Zealand - - • Quickcut(Aust)PtyLtd . . . . . . . . . . . . . . . . . . . . . Australia - -	100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 - 100.0 100.0 100.0 85.0 60.0 100.0 100.0 100.0 100.0 100.0 100.0 - 100.0 100.0 100.0 100.0 100.0 50.0 50.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 - 100.0 - 100.0 100.0 100.0 100.0 100.0 100.0 100.0 58.0 58.0 100.0 100.0 100.0 100.0

(continued over page)

200

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

29. Investments in controlled entities (continued)

Name of entity Country of incorporation Telstra Entity’s recorded amount of investment (#)	% of equity held by immediate parent
As at 30 June 2007 2006 Controlled entities (continued) $m $m	As at 30 June
	2007 2006 % %
Telstra Holdings Pty Ltd (a) . . . . . . . . . . . . . . . . . . . . . Australia 7,176 7,176 • Telstra International Holdings Limited (f) . . . . . . . . . Bermuda - - • SouFun Holdings Limited (c) (e) (f) . . . . . . . . . . . . Cayman Islands - - • SouFun.com (Shenzen) Ltd (e) (f). . . . . . . . . . . China - - • SouFun.com (Tianjin) Ltd (e) (f). . . . . . . . . . . . China - - • SouFun.com (Chongqing) Ltd (e) (f) . . . . . . . . . China - - • SouFun.com (Guangzhou) Ltd (e) (f). . . . . . . . . China - - • SouFun.com (Shanghai) Ltd (e) (f) . . . . . . . . . . China - - • SouFun Network Technology (Beijing) Co. Limited (e) (f) . . . . . . . . . . . . . . . . . . . . . China - - • SouFun Media Technology (Beijing) Co. Ltd (e) (f) China - - • Beijing SouFun Information Consultancy Co. Ltd (e) (f) . . . . . . . . . . . . . . . . . . . . . . . . . . . . China - - • China Index Academy Limited (e) (f). . . . . . . . . Hong Kong - - • Beijing Jia Tian Xia Advertising Co. Ltd (d) (e) (f) . China - - • Beijing SouFun Internet Information Service Co. Ltd (d) (e) (f) . . . . . . . . . . . . . . . . . . . . . China - - • Beijing SouFun Science and Technology Development Co. Ltd (d) (e) (f) . . . . . . . . . . . . China - - • Beijing China Index Information Co. Ltd (d) (e) (f). China - - • Shanghai Jia Biao Tang Advertising Co. Ltd (d) (e) (f) . . . . . . . . . . . . . . . . . . . . . China - - • Beijing Australia Telecommunications Technical Consulting Services Company Limited (c) . . . . . . . . . China - - • Telstra Holdings (Bermuda) No. 2 Limited . . . . . . . . . Bermuda - - • CSL New World Mobility Limited . . . . . . . . . . . . . Bermuda - - • Bestclass Holdings Ltd . . . . . . . . . . . . . . . . . British Virgin Islands - - • Hong Kong CSL Limited. . . . . . . . . . . . . . . Hong Kong - - • Integrated Business Systems Limited . . . . Hong Kong - - • One2Free PersonalCom Ltd . . . . . . . . . . Hong Kong - - • CSL Limited . . . . . . . . . . . . . . . . . . . . Hong Kong - - • New World PCS Holdings Limited . . . . . . . . . . Cayman Islands - - • New World 3G Limited . . . . . . . . . . . . . . . Hong Kong - - • New World PCS Limited . . . . . . . . . . . . . . Hong Kong - - • New World Mobility Limited . . . . . . . . . Hong Kong - - • Telstra Holdings (Bermuda) No 1 Limited. . . . . . . . . . Bermuda - - • Telstra International HK Limited . . . . . . . . . . . . . . . Hong Kong - - • Damovo HK Ltd. . . . . . . . . . . . . . . . . . . . . . . . Hong Kong - - • Telstra Japan Retail KK . . . . . . . . . . . . . . . . . . . . . Japan - - • Telstra Singapore Pte Ltd. . . . . . . . . . . . . . . . . . . . Singapore - - • Telstra Global Limited . . . . . . . . . . . . . . . . . . . . . United Kingdom - - • PT Telstra Nusantara . . . . . . . . . . . . . . . . . . . . Indonesia - - • Telstra Europe Limited . . . . . . . . . . . . . . . . . . . United Kingdom - - • Telstra (Cable Telecom) Limited. . . . . . . . . . . . United Kingdom - - • Telstra (PSINet) Limited . . . . . . . . . . . . . . United Kingdom - - • Telstra (CTE) Limited . . . . . . . . . . . . . . . . . . United Kingdom - -	100.0 100.0 100.0 - 55.1 - 100.0 - 100.0 - 100.0 - 100.0 - 100.0 - 100.0 - 100.0 - 90.0 - 100.0 - - - - - - - - - - - 100.0 100.0 100.0 100.0 76.4 76.4 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0

(continued over page)

201

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

29. Investments in controlled entities (continued)

29. Investments in controlled entities (continued)
Name of entity Country of incorporation Telstra Entity’s recorded amount of investment (#)	% of equity held by immediate parent
As at 30 June 2007 2006 Controlled entities (continued) $m $m	As at 30 June
	2007 2006 % %
• Cable Telecommunication Ltd . . . . . . . . . . . United Kingdom - - • PSINet Datacentre UK Ltd . . . . . . . . . . . . . . . United Kingdom - - • Inteligen Communications Limited . . . . . . . . . United Kingdom - - • Telstra Jersey Limited . . . . . . . . . . . . . . . . . Jersey - - • PSINet Hosting Centre Ltd . . . . . . . . . . . . . . . Jersey - - • Cordoba Holdings Ltd . . . . . . . . . . . . . . . . . Jersey - - • London Hosting Centre Ltd . . . . . . . . . . . . . . Jersey - - • Telstra Inc . . . . . . . . . . . . . . . . . . . . . . . . . . . . United States - - • Telstra India (Private) Limited (c) . . . . . . . . . . . . . . India - - • Telstra Limited . . . . . . . . . . . . . . . . . . . . . . . . . New Zealand - - • Telstra New Zealand Holdings Limited . . . . . . . . . . New Zealand - - • TelstraClear Limited . . . . . . . . . . . . . . . . . . . New Zealand - - • TelstraSaturn Holdings Limited. . . . . . . . . . . New Zealand - - • Sytec Resources Ltd . . . . . . . . . . . . . . . . New Zealand - - • Sytec Resources (Australia) Pty Ltd . . . . Australia - - • DMZ Global (Australia) Pty Ltd . . . . . . . . Australia - - • CLEAR Communications Limited . . . . . . . . New Zealand - -	100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0
Network Design and Construction Limited (a) . . . . . . . . Australia 20 20 • NDC Global Holdings Pty Limited (a) . . . . . . . . . . . Australia - - • NDC Telecommunications India Private Limited . . India - - • PT NDC Indonesia . . . . . . . . . . . . . . . . . . . . . Indonesia - - • NDC Global Philippines Limited (b). . . . . . . . . . . . . Philippines - - • NDC Global Services Pty Limited (a) . . . . . . . . . . . . Australia - - • NDC Telecommunications India Private Limited . . India - - Telstra Services Solutions Holdings Limited (a) . . . . . . . . Australia 911 911 • Telstra CB.net Limited (b) . . . . . . . . . . . . . . . . . . Australia - - • Telstra CB.Com Limited (b) . . . . . . . . . . . . . . . . . . Australia - - • Telstra CB.fs Limited (b). . . . . . . . . . . . . . . . . . . . Australia - - • Telstra eBusiness Services Pty Limited (a) . . . . . . . . Australia - - • Australasian Insurance Systems Pty Ltd (b) . . . . . Australia - - • TRC Computer Systems Pty Ltd (b) . . . . . . . . . . . Australia - - • DBA Ltd (b) . . . . . . . . . . . . . . . . . . . . . . . . . Australia - - • Brokerlink Pty Ltd (b) . . . . . . . . . . . . . . . . . Australia - - • DBA Computer Systems Pty Ltd (b). . . . . . . . . Australia - - • Brokerlink Pty Ltd (b) . . . . . . . . . . . . . . . Australia - - • KAZ Group Pty Limited (a) . . . . . . . . . . . . . . . . . . Australia - - • KAZ Business Services Pty Ltd (a). . . . . . . . . . . . Australia - - • KAZ Computer Services (SEA) Pte Limited (b). . . . . Singapore - - • KAZ Computer Services (HK) Ltd . . . . . . . . . . . . Hong Kong - - • KAZ Business Services Australia Pty Ltd (b). . . . . . Australia - - • Enhanced Processing Technologies Inc . . . . . . . . United States - - • Enhanced Processing Technologies Pty Ltd (f). . . . Australia - - • Australian Administration Services Pty Ltd (h) . . . Australia - - • AAS Superannuation Services Pty Limited (h) . . Australia - - • Atune Financial Solutions Pty Ltd (a) (h) . . . . . . . Australia - - • KAZ Software Solutions Pty Ltd (a) . . . . . . . . . . Australia - - • Techsouth Pty Ltd (b) . . . . . . . . . . . . . . . . . Australia - -	100.0 100.0 100.0 100.0 98.0 98.0 95.0 95.0 - 100.0 100.0 100.0 2.0 2.0 100.0 100.0 - 100.0 - 100.0 - 100.0 100.0 100.0 - 100.0 - 100.0 - 100.0 - 81.3 - 100.0 - 18.7 100.0 100.0 100.0 100.0 - 100.0 75.0 75.0 - 100.0 100.0 100.0 100.0 - - 100.0 - 100.0 - 100.0 100.0 100.0 - 100.0

(continued over page)

202

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

29. Investments in controlled entities (continued)

Name of entity Country of incorporation	Telstra Entity’s recorded amount of investment (#)	% of equity held by immediate parent
Controlled entities (continued)	As at 30 June	As at 30 June
	2007 2006 $m $m	2007 2006 % %
• KAZ Technology Services Australia Pty Ltd (b). . . . . Australia • IOCORE Asia Pacific PtyLtd . . . . . . . . . . . . . . Australia	- - - - 851 851 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -	- 100.0 100.0 100.0 100.0 100.0 - 61.0 100.0 100.0 100.0 100.0 - 100.0 - 100.0 - 100.0 100.0 100.0 - 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 - 100.0 - 100.0 - 100.0 - 100.0 - 100.0 - 100.0 100.0 100.0 100.0 100.0 - 100.0 - 100.0 - 100.0 - 100.0 100.0 100.0 100.0 100.0 - 100.0 100.0 100.0 100.0 100.0
Sensis Pty Ltd (a) (h). . . . . . . . . . . . . . . . . . . . . . . . . Australia • Platefood Limited (h) . . . . . . . . . . . . . . . . . . . . . . United Kingdom • Just Listed Pty Limited (a) . . . . . . . . . . . . . . . . . . . Australia • Research Resources Pty Ltd . . . . . . . . . . . . . . . . . . Australia • Queensland Trading Post Pty Ltd (b). . . . . . . . . . . Australia • Trading Post Marketing (Qld) Pty Ltd (b) . . . . . . Australia • Trading Post on the Net Pty Ltd (b). . . . . . . . . . Australia • CitySearch Australia Pty Ltd . . . . . . . . . . . . . . . . . Australia • CitySearch Canberra Pty Ltd (b). . . . . . . . . . . . . . Australia • Trading Post (Australia) Holdings Pty Ltd (a). . . . . . . . Australia • Trading Post Group Pty Limited (a). . . . . . . . . . . . Australia • The Melbourne Trading Post Pty Ltd (a). . . . . . . Australia • The National Trading Post Pty Ltd (a) . . . . . . Australia • Australian Retirement Publications Pty Limited . . . . . . . . . . . . . . . . . . . . . . Australia • Collectormania Australia Pty Ltd (a). . . . . . . . . Australia • The Personal Trading Post Pty Limited (a) . . . . . Australia • Auto Trader Australia Pty Ltd (a) . . . . . . . . . . . Australia • WA Auto Trader Pty Ltd (a). . . . . . . . . . . . . Australia • Sydney Buy & Sell Pty Ltd (b) . . . . . . . . . . . Australia • Sydney Auto Trader Pty Ltd (b) . . . . . . . . . . Australia • Ad Mag SA & NSW Pty Ltd (b) . . . . . . . . . . . . . Australia • Ad Mag AGI Pty Ltd (b) . . . . . . . . . . . . . . . Australia • Trading Post (AW) Pty Limited (b) . . . . . . . . . . Australia • Warranty Direct (Australia) Pty Ltd (b) . . . . . Australia • Trading Post (TCA) Pty Limited (a) . . . . . . . . . . Australia • Trading Post Australia Pty Limited (a). . . . . . Australia • Appraised Staff Agency Pty Ltd (b). . . . . . . . Australia • Tradernet Pty Ltd (b) . . . . . . . . . . . . . . . . Australia • Trading Post Classifieds Pty Limited (b) . . . . . Australia • Trading Post On Line Pty Ltd (b). . . . . . . . . . Australia • Sensis Holdings Pty Ltd (a). . . . . . . . . . . . . . . . . . . Australia • Invizage Pty Ltd (a) . . . . . . . . . . . . . . . . . . . . . Australia • PC S.O.S. Pty Ltd (b) . . . . . . . . . . . . . . . . . . . Australia • Universal Publishers Pty Limited (a) . . . . . . . . . . . . . Australia • Sensis(Victoria)PtyLtd . . . . . . . . . . . . . . . . . . . . Australia
Total investment in consolidated entities . . . . . . . . . . . .	13,045 13,062

The amounts recorded are before any provision for reduction in value.

203

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

29. Investments in controlled entities (continued)

(a) ASIC deed of cross guarantee

ASIC deed of cross guarantee financial information

A new deed of cross guarantee was entered into on 28 June 2006, pursuant to an ASIC Order dated 22 June 2006 (ASIC Order).

The following companies are part of the deed of cross guarantee:

The consolidated income statement and balance sheet of the closed group is presented according to both the Class Order and the ASIC Order as follows. This excludes Telstra Finance Limited. All significant transactions between members of the closed group have been eliminated.

Telstra Corporation Limited;
Telstra Corporate Services Pty Limited;
Telstra Multimedia Pty Limited;
Telstra International Limited;
Telstra Communications Limited;
Telstra Holdings Pty Ltd;
Network Design and Construction Limited;
NDC Global Services Pty Limited;
NDC Global Holdings Pty Ltd;
Telstra Services Solutions Holdings Limited;
Telstra eBusiness Services Pty Limited;
KAZ Group Pty Limited;
KAZ Business Services Pty Ltd;
KAZ Software Solutions Pty Ltd;
Sensis Pty Ltd;
Trading Post (Australia) Holdings Pty Ltd;
Trading Post Group Pty Limited;
The Melbourne Trading Post Pty Ltd;
The National Trading Post Pty Ltd;
Collectormania Australia Pty Ltd;
The Personal Trading Post Pty Limited;
Auto Trader Australia Pty Ltd;
WA Auto Trader Pty Ltd;
Just Listed Pty Limited;
Trading Post (TCA) Pty Ltd;
Trading Post Australia Pty Limited;
Universal Publishers Pty Limited;
Invizage Pty Ltd *;
Sensis Holdings Pty Ltd *;
Telstra Pay TV Pty Limited *; and
Telstra Business Systems Pty Limited *.
Companies added during the year by way of an assumption deed dated 22 June 2007.

Atune Financial Services Pty Ltd was sold during the year and removed from the deed by way of a notice of disposal on 30 May 2007. Refer to (h) for further details.

Telstra Finance Limited is trustee, however it is not a group entity under the Deed.

The relevant group entities under the deed:

form a closed group and extended closed group as defined in the ASIC Class Order 98/1418 (Class Order) and the ASIC Order;
do not have to prepare and lodge audited financial reports under the Corporations Act 2001. This does not apply to Telstra Corporation Limited; and
guarantee the payment in full of the debts of the other parties to the deed in the event of their winding up.

204

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

29. Investments in controlled entities (continued)

(a) ASIC deed of cross guarantee financial information (continued)

Closed group balance sheet	Closed group
	As at 30 June 2007 2006 $m $m
Current assets Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Trade and other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Derivative financial assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Prepayments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current assets Trade and other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Investments - accounted for using the equity method . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Investments - other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Property, plant and equipment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Intangible assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Derivative financial assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Defined benefit assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total non current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Current liabilities Trade and other payables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Current tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Derivative financial liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Revenue received in advance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current liabilities Trade and other payables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Derivative financial liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Revenue received in advance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total non current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Equity Share capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Retained profits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Equity available to the closed group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	592 479 3,585 3,397 292 182 41 22 225 190
	4,735 4,270
	1,151 935 17 19 15 22 3,473 3,348 22,834 21,792 4,203 3,461 1 - 249 392 784 1,004
	32,727 30,973
	37,462 35,243
	3,848 2,991 3,007 2,531 413 413 610 708 177 13 1,141 1,089
	9,196 7,745
	58 65 11,780 11,376 1,440 1,615 821 952 1,328 768 368 401
	15,795 15,177
	24,991 22,922
	12,471 12,321
	5,611 5,569 41 18 6,819 6,734
	12,471 12,321

205

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

29. Investments in controlled entities (continued)

(a) ASIC deed of cross guarantee financial information (continued)

Closed group income statement and retained profits reconciliation	Closed group
	Year ended 30 June 2007 2006 $m $m
Income Revenue (excluding finance income) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Expenses Labour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Goods and services purchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Share of net loss/(gain) from jointly controlled and associated entities. . . . . . . . . . . . . . . . . . . . . . . . Earnings before interest, income tax expense, depreciation and amortisation (EBITDA) . . . . . . . . . . . . . . . Depreciation and amortisation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Earnings before interest and income tax expense (EBIT) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Finance income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Finance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net finance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Profit before income tax expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Income tax expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Profit for the year available to the closed group. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Retained profits at the beginning of the financial year available to the closed group. . . . . . . . . . . . . . . Actuarial gain on defined benefit plans (net of tax effect) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Effect on retained earnings from removal of entities from the closed group . . . . . . . . . . . . . . . . . . . . . . . Effect on retained earnings from addition of new entities to the closed group. . . . . . . . . . . . . . . . . . . . . . Total available for distribution. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Retained profits at the end of the financial year available to the closed group. . . . . . . . . . . . . . . . . . .	21,955 20,285 263 304
	22,218 20,589
	3,737 3,843 4,200 3,343 4,584 4,317
	12,521 11,503 7 (10)
	12,528 11,493
	9,690 9,096 3,687 3,712
	6,003 5,384
	107 128 1,131 983
	1,024 855
	4,979 4,529 1,435 1,381
	3,544 3,148
	6,734 7,894 13 661 (27) - 34
	10,298 11,703 3,479 4,969
	6,819 6,734

206

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

29. Investments in controlled entities (continued)

(b) Liquidations and deregistrations

The following companies were liquidated or deregistered during fiscal 2007:

(d) Controlled entities in which our equity ownership is less than or equal to 50%

We have no direct equity interest in the following entities:
- Beijing Jia Tian Xia Advertising Co. Ltd;
DBA Ltd;
Brokerlink Pty Ltd;
DBA Computer Systems Pty Ltd;
TRC Computer Systems Pty Ltd;
Beijing SouFun Internet Information Service Co. Ltd;
Beijing SouFun Science and Technology Development Co. Ltd;
Beijing China Index Information Co. Ltd; and
Shanghai Jia Biao Tang Advertising Co. Ltd.
Australasian Insurance Systems Pty Ltd;
Telstra Media Holdings Pty Limited;
Telstra Enterprise Services Pty Limited;
Telstra CB.net Limited;
NDC Global Philippines Limited;
Telstra CB.Com Limited;
CitySearch Canberra Pty Ltd;
Sydney Buy & Sell Pty Ltd;

The purpose of these entities is to hold the licenses and approvals required to operate SouFun Holdings Limited’s internet content provision and advertising business respectively. SouFun Holdings Limited has the decision-making powers to control these entities. SouFun Holdings Limited is one of our controlled entities and therefore we have consolidated the financial results, position and cash flows of these entities into our group financial report.

Sydney Auto Trader Pty Ltd;
Ad Mag SA & NSW Pty Ltd;
Ad Mag AGI Pty Ltd;
Trading Post (AW) Pty Limited;
Warranty Direct (Australia) Pty Ltd;
Queensland Trading Post Pty Ltd;
We own 50% of the issued capital of Telecom Australia (Saudi) Company Limited. We can exercise control over the Board of Directors of this entity in perpetuity, and therefore we have consolidated the financial results, position and cash flows of this entity into our group financial report.
Trading Post Marketing (Qld) Pty Ltd;
Trading Post On The Net Pty Ltd;

(e) Controlled entities not individually audited by Ernst and Young

Appraised Staff Agency Pty Ltd;
Tradernet Pty Ltd;
Trading Post Classifieds Pty Limited;

Companies not audited by Ernst and Young, our Australian statutory auditor.

Trading Post On Line Pty Ltd;
PC S.O.S. Pty Ltd;
Telstra CB.fs Limited;
KAZ Business Services Australia Pty Ltd;
ESA Holdings Pty Ltd;
KAZ Computer Services (SEA) Pte Limited;
Techsouth Pty Ltd; and
KAZ Technology Services Australia Pty Ltd.

(c) Controlled entities with different balance dates

The following companies have balance dates that differ from our balance date of 30 June for fiscal 2007:

Telecom Australia (Saudi) Company Limited - 31 December;
Beijing Australia Telecommunications Technical Consulting Services Company Limited - 31 December;
Telstra India (Private) Limited - 31 March; and
SouFun Holdings Limited - 31 December.

Financial reports prepared as at 30 June are used for consolidation purposes.

207

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

29. Investments in controlled entities (continued)

(f) New incorporations and business combinations

On 25 August 2006, we established a new entity named Telstra International Holdings Limited. This entity is the holding company for the SouFun group of companies.

Furthermore, subsequent to balance date on 31 July 2007, our controlled entity KAZ Group Pty Limited sold its 100% shareholding in KAZ Business Services Pty Ltd, KAZ Software Solutions Pty Ltd and Enhanced Processing Technologies Pty Ltd for a net consideration of $3 million.

On 31 August 2006, we acquired 55% (on an undiluted basis) of the issued capital of SouFun Holdings Limited (SouFun) for a total consideration of $337 million including acquisition costs. The SouFun Group included the following controlled entities:
SouFun.com (Shenzhen) Ltd;
SouFun.com (Tianjin) Ltd;
SouFun.com (Chongqing) Ltd;
SouFun.com (Guangzhou) Ltd;
SouFun.com (Shanghai) Ltd;
SouFun Network Technology (Beijing) Co. Ltd;
SouFun Media Technology (Beijing) Co. Ltd;
Beijing SouFun Information Consultancy Co. Ltd;
China Index Academy Limited;
Beijing Jia Tian Xia Advertising Co. Ltd;
Beijing SouFun Internet Information Service Co. Ltd;
Beijing SouFun Science and Technology Development Co. Ltd;
Beijing China Index Information Co. Ltd; and
Shanghai Jia Biao Tang Advertising Co. Ltd.

SouFun is China’s largest online real estate, home furnishings and home improvements portal.

On 5 June 2007, our controlled entity KAZ Group Pty Limited purchased the remaining 40% shareholding in Enhanced Processing Technologies Pty Ltd to increase its shareholding to 100% for a total consideration of $1 million. Enhanced Processing Technologies Pty Ltd was previously a jointly controlled entity. Refer to note 30 for further details.

(g) Other acquisitions

On 22 June 2007, Telstra acquired an additional 25% ownership interest in 1300 Australia Pty Ltd for $12 million, taking our overall ownership interest from 60% to 85%.

(h) Sales and disposals

On 31 August 2006, our controlled entity KAZ Group Pty Limited sold its 100% shareholdings in controlled entities Australian Administration Services Pty Ltd (AAS) and Atune Financial Solutions Pty Ltd for a total consideration of $235 million. The sale of AAS included AAS Superannuation Services Pty Ltd.
On 28 November 2006, our controlled entity Sensis Pty Ltd sold its 61% shareholding in our controlled entity Platefood Limited for a total consideration of $10 million.

208

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

30. Investments in jointly controlled and associated entities

Our investments in jointly controlled and associated entities are listed below:

Our investments in jointly controlled and associated entities are listed below:	Our investments in jointly controlled and associated entities are listed below:
Principal Ownership Name of Entity activities interest		Telstra Group’s carrying Telstra Entity’s carrying
		*amount of investment () amount of investment ()*
As at 30 June 2007 2006 % %		As at 30 June As at 30 June
		2007 2006 2007 2006 $m $m $m $m
Jointly controlled entities FOXTEL Partnership (i) Paytelevision 50.0 50.0 FOXTEL Television Partnership (i) Pay television 50.0 50.0 Customer Services Pty Limited (i) Customer service 50.0 50.0 FOXTEL Management PtyLimited(i) Management services 50.0 50.0 FOXTEL Cable Television PtyLtd(a) (i) Paytelevision 80.0 80.0 Reach Ltd (incorporated in Bermuda) (f) (i) International connectivity services 50.0 50.0 TNAS Limited (incorporated in New Zealand) (f) (i) Toll free number portability in New Zealand 33.3 33.3 Money Solutions Pty Ltd (b) Financial advice and education services - 50.0 Enhanced ProcessingTechnologies PtyLtd(c) Business process outsourcing - 60.0 3GIS Pty Ltd (f) Management services 50.0 50.0 3GIS Partnership (f) 3G network services 50.0 50.0 Bridge Mobile Pte Ltd (incorporated in Singapore) (d) (f) Regional roaming provider 10.8 12.5 m.Net Corporation Limited Mobile phone content provider 26.3 26.3 Associated entities Australia-Japan Cable Holdings Limited (incorporated in Bermuda) (f) (i) Network cable provider 46.9 46.9 Telstra Super Pty Ltd (a) (i) Superannuation trustee 100.0 100.0 Keycorp Limited (e) Electronic transactions solutions 47.6 47.6		- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 1 - - - - - - - - - - 1 1 - - - - - -
		1 2 - -
	Network cable provider 46.9 46.9 Superannuation trustee 100.0 100.0 Electronic transactions solutions 47.6 47.6	- - - - - - - - 12 18 12 18
Telstra Super Pty Ltd (a) (i)
Keycorp Limited (e)
Telstra Foundation Ltd(a) Charitable trustee organisation 100.0 100.0 LinkMe Pty Ltd (d) Internet recruitment provider 41.3 40.0		- - - - 3 3 - -
		15 21 12 18

Unless otherwise noted, all investments have a balance date of 30 June, are incorporated in Australia and our voting power is the same as our ownership interest.

(*) The Telstra Group carrying amounts are calculated using the equity method of accounting. The Telstra Entity’s carrying amounts are at cost less any accumulated impairment loss.

209

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

30. Investments in jointly controlled and associated entities (continued)

(a) Jointly controlled and associated entities in which we own more than 50% equity

(e) Fair value of investments in listed jointly controlled and associated entities

We own 80% of the equity of FOXTEL Cable Television Pty Ltd. This entity is disclosed as a jointly controlled entity as the other equity shareholders have participating rights that prevent us from dominating the decision making of the Board of Directors. Effective voting power is restricted to 50% and we have joint control.
We own 100% of the equity of Telstra Super Pty Ltd, the trustee for the Telstra Superannuation Scheme (Telstra Super). We do not consolidate Telstra Super Pty Ltd as we do not control the Board of Directors. We have equal representation with employee representatives on the Board. Our voting power is limited to 44%, which is equivalent to our representation on the Board. The entity is therefore classified as an associated entity as we have significant influence over it.
The fair value of our investment in Keycorp Limited at 30 June 2007 is $15 million (2006: $37 million ).

(f) Jointly controlled and associated entities with different balance dates

The following jointly controlled and associated entities have different balance dates to our balance date of 30 June for fiscal 2007:

Reach Ltd - 31 December;
TNAS Limited - 31 March;
3GIS Pty Ltd - 31 December;
3GIS Partnership - 31 December;
Bridge Mobile Pte Ltd - 31 March; and
Australia-Japan Cable Holdings Limited - 31 December.
We own 100% of the equity of Telstra Foundation Ltd (TFL). TFL is limited by guarantee (guaranteed to $100) with Telstra Corporation Limited being the sole member. We did not contribute any equity to TFL on incorporation. TFL is the trustee of the Telstra Community Development Fund and manager of the Telstra Kids Fund. We do not consolidate TFL as we do not control the Board. However, due to our Board representation we significantly influence this entity. Our voting power is limited to 43%, which is equivalent to our representation on the Board.

(b) Sale of investments

On 31 August 2006, our controlled entity KAZ Group Pty Limited sold its 100% shareholdings in controlled entities Australian Administration Services Pty Ltd (AAS) and Atune Financial Solutions Pty Ltd for a total consideration of $235 million. Refer to note 29 for further details.

The sale also included AAS’s 50% shareholding in a jointly controlled entity Money Solutions Pty Ltd.

(c) Investments no longer equity accounted

On 5 June 2007, our controlled entity KAZ Group Pty Limited purchased the remaining 40% shareholding in Enhanced Processing Technologies Pty Ltd to increase its shareholding to 100% for a total consideration of $1 million. Prior to this date Enhanced Processing Technologies Pty Ltd was a jointly controlled entity and was equity accounted.

Financial reports prepared as at 30 June are used for equity accounting purposes. Our ownership interest in jointly controlled and associated entities with different balance dates is the same at that balance date as 30 June unless otherwise noted.

(g) Share of jointly controlled and associated entities’ net (losses)/ profits

	Telstra Group
	Year ended 30 June 2007 2006 $m $m
Net (loss)/profit from jointly controlled and associated entities has been contributed by the following entities: Jointly controlled entities - FOXTEL Partnerships . . . . . . . . . . . . - Xantic B.V. . . . . . . . . . . . . . . . . . . Associated entities - Keycorp Limited . . . . . . . . . . . . . . . - LinkMe Pty Ltd . . . . . . . . . . . . . . . .	- (5) - 12
	- 7
	(6) (1) (1) (1)
	(7) (2)
	(7) 5

(d) Other changes in jointly controlled and associated entities

On 18 June 2007, our investment in Bridge Mobile Pte Ltd decreased from 12.5% to 10.8%. The decrease was due to a dilution in our shareholding.
In the 2007 financial year, our investment in LinkMe Pty Ltd increased from 40% to 41.3%. The increase was due to a purchase of additional shares for $1 million.

210

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

30. Investments in jointly controlled and associated entities (continued)

(h) Other disclosures for jointly controlled and associated entities

The movements in the consolidated equity accounted amount of our jointly controlled and associated entities are summarised as follows:

The movements in the consolidated equity accounted amount of our jointly controlled and associated entities are summarised as follows:
	Jointly controlled entities Telstra Group Year ended/As at 30 June 2007 2006 $m $m	Associated entities Telstra Group
Note		Year ended/As at 30 June 2007 2006 $m $m
Carrying amount of investments at beginning of year. . . . . . . . . . . . . . . . . . . Additional investments made during the year . . . . . . . . . . . . . . . . . . . . . . . . . Share of profits/(losses) before income tax expense . . . . . . . . . . . . . . . . . . . . . . Share of income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	2 36 1 5 3 41 - 6 - -	21 12 1 -
		22 12 (7) (3) - 1
Share of profits/(losses) for the year after income tax expense . . . . . . . . . . . . . . . Amortisation of unrealised inter-entity profits after income tax . . . . . . . . . . . . . . Share of (losses)/profits for the year. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Share of foreign currency translation reserve and movements due to exchange rate translations. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Sale, transfers and reductions of investments during the year . . . . . . . . . . . . . . . Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Carrying amount of investments at end of year. . . . . . . . . . . . . . . . . . . . . .13 Our share of contingent liabilities of jointly controlled and associated entities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Our share of capital commitments contracted for by our jointly controlled and associated entities (i) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Our share of other expenditure commitments contracted for by our jointly controlled and associated entities (other than the supply of inventories) (i) (ii) . . . . .	- 6 - 1	(7) (2) - -
	- 7 (1) 1 (1) (47) - -	(7) (2) - - - (15) - 26
	1 2	15 21
	- - 27 11 1,897 2,033	1 6 - - 1 2

(i) Our jointly controlled entity, FOXTEL, has other commitments amounting to approximately $3,424 million (2006: $3,354 million). The majority of our 50% share of these commitments relate to minimum subscriber guarantees (MSG) for pay television programming agreements. These agreements are for periods of between 1 and 25 years and are based on current prices and costs under agreements entered into between the FOXTEL Partnership and various other parties. These minimum subscriber payments fluctuate in accordance with price escalation, as well as foreign currency movements. In addition to our MSG, FOXTEL has other commitments including obligations for satellite transponder costs and digital set top box units.

Under the Telstra Network Access Contract dated 6 December 2004, we are charged a 3G Network Access Charge that includes our 50% share of the Partnerships operational expenditure. As we are obligated through this agreement to fund our share of the Partnerships operating expenditure we are also responsible for our share of its expenditure commitments.

(ii) Our jointly controlled entity, 3GIS Partnership, has other commitments amounting to $309 million (2006: $307 million). The majority of our 50% share of these commitments relate to property leases. These leases are for periods of between 5 and 30 years and are based on future property payments under agreements entered into between the 3GIS Partnership and various other parties.

211

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

30. Investments in jointly controlled and associated entities (continued)

(h) Other disclosures for jointly controlled and associated entities (continued)

Summarised presentation of all of our jointly controlled and associated entities’ assets, liabilities, revenue and expense items (including jointly controlled and associated entities where equity accounting has been suspended):

Summarised presentation of all of our jointly controlled and associated entities’ assets, liabilities, revenue and expense items (including jointly controlled and associated entities where equity accounting has been suspended):
	Jointly controlled entities Telstra Group	Associated entities Telstra Group
	Year ended/As at 30 June 2007 2006 $m $m 494 556 754 811 1,248 1,367 1,011 950 675 927	Year ended/As at 30 June 2007 2006 $m $m
Current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non current liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		85 73 289 346
		374 419
		42 58 505 536
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Profit/(loss) before income tax expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Income tax expense/(benefit). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Profit/(loss) for the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Summarised presentation of our share of all our jointly controlled and associated entities revenue and expense items (including jointly controlled and associated entities where equity accounting has been suspended): Total income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Profit/(loss) before income tax expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Income tax expense/(benefit). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Profit/(loss) for the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1,686 1,877 (438) (510) 3,608 2,152 3,583 2,067	547 594
		(173) (175)
		99 150 130 180
	25 85 1 3 24 82 2,082 1,369 2,068 1,326 14 43 - 2	(31) (30) (1) 4
		(30) (34)
		47 71 61 85
		(14) (14) (1) 2
	14 41	(13) (16)

212

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

30. Investments in jointly controlled and associated entities (continued)

(i) Suspension of equity accounting

Our unrecognised share of (profits)/losses for the period and cumulatively, for our entities where equity accounting has ceased and the investment is recorded at zero due to losses made by these entities and/or reductions in the equity accounted carrying amount, is shown below:

	Telstra Group	Telstra Group
	Year ended 30 June Period Cumulative Period Cumulative 2007 2007 2006 2006 $m $m $m $m
Jointly controlled entities FOXTEL () . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Reach Ltd . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Associated entities* Australia-Japan Cable Holdings Limited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	(34) 83 20 595 10 153	(1) 117 (34) 575 36 143
	(4) 831	1 835

Equity accounting has also been suspended for the following jointly controlled and associated entities:

TNAS Limited; and
Telstra Super Pty Ltd.

There are no significant unrecognised profits/losses in these entities.

(*) FOXTEL includes the Foxtel Partnership, the Foxtel Television Partnership, Customer Services Pty Limited, FOXTEL Management Pty Limited and FOXTEL Cable Television Pty Ltd.

213

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

31. Employee share plans

The Company has a number of employee share plans that are available for directors, executives and employees. These include:

those conducted through the Telstra Growthshare Trust; and
the Telstra Employee Share Ownership Plans (TESOP99 and TESOP97).

The nature of each plan, details of plan holdings, movements in holdings, and other relevant information is disclosed below:

(a) Telstra Growthshare Trust

The Telstra Growthshare Trust commenced in fiscal 2000. Under the trust, Telstra operates a number of different short and long term incentive equity plans whereby the following equity based instruments may be allocated:

options;

(i) Nature of share plans

The purpose of the long term incentive plans is to align key executives’ rewards with shareholders’ interests, and reward performance improvement whilst supporting business plans and corporate strategies. These plans are administered through the Telstra Growthshare Trust. The Board determines who is invited to participate in the share plans.

Allocations have been made over a number of years in the form of performance rights, restricted shares and options under our long term incentive plan, deferred shares under our deferred remuneration plan and incentive shares under our short term incentive plan. Instruments issued represent a right to acquire a share in Telstra. Further information regarding each type of instrument we have allocated is detailed below:

Options

performance rights;
deferred shares;

We have the following six types of options currently on issue:

restricted shares;
incentive shares; and
sign-on bonus shares.

In addition, the following share plans are operated for our non executive directors and certain eligible employees:

directshare; and
• ownshare.

The trustee for the trust is Telstra Growthshare Pty Ltd. This company is 100% owned by Telstra. Funding is provided to the Telstra Growthshare Trust to purchase Telstra shares on the market to underpin the equity instruments issued.

In fiscal 2007, we recorded an expense of $25 million for our share based payment plans operated by the Telstra Growthshare Trust (2006: $15 million). The fiscal 2007 expense for our share based payment plans includes an expense for those options relating to the fiscal 2007 long term incentive plan. The fair value of these options has been measured at a grant date of 30 June 2007 and has been allocated over the period for which the service is received which commenced 31 January 2007.

As at 30 June 2007, we had a total expense yet to be recognised of $68 million (2006: $25 million), which is expected to be recognised over a weighted average of 2 years (2006: 2 years).

Our election not to apply the measurement provisions of AASB 2: “Share-based payment” (AASB 2) to equity instruments granted prior to 7 November 2002, as permitted under AASB 1: “First-time Adoption of Australian Equivalents to International Financial Reporting Standards” (AASB 1), has reduced the expense we have recorded, as well as the total expense we are yet to recognise in relation to these share-based payment plans.

total shareholder return options (TSR options) - are based on growth in Telstra's total shareholder return;
revenue growth options (RG options) - are based on increases in Telstra's revenue;
next generation network options (NGN options) - are based on completion of certain elements associated with Telstra's next generation network;
information technology transformation options (ITT options) - are based on completion of certain elements in Telstra's transformation program and the rationalisation of the number of business support systems (BSS) and operational support systems (OSS) used by companies in the Telstra Group;
return on investment options (ROI options) - are based on an increase in the earnings before interest and tax for Telstra relative to the average investment; and
accelerator options (ACC options) - are based on increases in Telstra's earnings before interest, tax, depreciation and amortisation (EBITDA).

An executive is not entitled to Telstra shares unless the options allocated under Telstra Growthshare initially vest, meet the gateway TSR hurdle (for fiscal 2007 option grants only) and then are exercised. This means that the executive cannot use options to vote or receive dividends. If the performance hurdles are satisfied in the applicable performance period and the gateway TSR hurdle is achieved after four years, options may be exercised at any time before the expiry date (but will lapse if not exercised by the expiry date).

Once the options are exercised and the exercise price paid, Telstra shares will be transferred to the executive.

Details of the performance hurdles for options are set out below.

214

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

31. Employee share plans (continued)

(a) Telstra Growthshare Trust (continued)

(i) Nature of share plans (continued)

Performance rights

We have seven types of performance rights currently on issue. These are:

total shareholder return (TSR) performance rights - are based on growth in Telstra’s total shareholder return;
earnings per share (EPS) performance rights - are based on the growth of earnings per share in the year of allocation and two subsequent years;
operating expense growth (OEG) performance rights - are based on a reduction in Telstra’s operating expenses;
revenue growth (RG) performance rights - are based on increases in Telstra’s revenue;
network transformation (NT) performance rights - are based on completion of certain elements in Telstra’s network transformation program;
information technology transformation (ITT) performance rights - are based on the rationalisation of the number of business support systems (BSS) and operational support systems (OSS) used by companies in the Telstra Group; and
return on investment (ROI) performance rights - are based on an increase in the earnings before interest and tax for Telstra relative to the average investment.

For all types of performance rights, an executive is not entitled to Telstra shares before the performance rights allocated under Telstra Growthshare become vested performance rights and are therefore exercisable. If the performance hurdle is satisfied during the applicable performance period, a specified number of performance rights as determined in accordance with the trust deed and terms of issue, will become vested performance rights. The vested performance rights can then be exercised at any time before the expiry date (but will lapse if not exercised by the expiry date). Once the vested performance rights are exercised, Telstra shares will be transferred to the executive. Until this time, the executive cannot use the performance rights (or vested performance rights) to vote or receive dividends.

Telstra shares will be transferred to the executive on exercise of vested performance rights. The executive may exercise the performance rights at a cost of $1 in total for all of the performance rights exercised on a particular day.

Details of the performance hurdles for performance rights are set out below.

Deferred shares

The executives were previously provided, as part of their annual fixed remuneration, rights to Telstra shares that vest upon completing certain employment requirements. Generally, if an executive continues to be employed by an entity that forms part of the Telstra Group three years after the commencement date of the instrument, the deferred share will become a vested deferred share.

Vested deferred shares must be exercised before the expiry date, otherwise they will lapse. Once exercised, Telstra shares will be transferred to the executive. Until this time, the executive can not use the deferred shares or vested deferred shares to vote or receive dividends. The executive may exercise the deferred shares at a cost of $1 in total for all of the deferred shares exercised on a particular day.

Restricted shares

The executive is not entitled to Telstra shares before the restricted shares allocated under the trust are exercised. If the performance hurdle is satisfied in the applicable performance period, the restricted shares will vest and may be exercised at any time before the expiry date (but will lapse if not exercised by the expiry date). Once the restricted shares have vested and been exercised, they become restricted trust shares, which will generally be held by the trustee for the executive for a certain period. Once converted into restricted trust shares, the executive has an interest in Telstra shares and is entitled to dividends, other distributions, and voting rights.

Restricted trust shares are held by the Trustee until the earlier of:

the period determined in accordance with the trust deed;
the executive finishes employment with Telstra; or
• a date nominated by the Board.

The executive may exercise restricted shares at a cost of $1 in total for all of the restricted shares exercised on a particular day.

Details of the performance hurdles for restricted shares are set out below.

Incentive shares

As part of the fiscal 2007 short term incentive scheme, the Board will allocate 25% of executives’ actual short term incentives as Telstra shares. The allocation date of these instruments will be 17 August 2007. These incentive shares will vest immediately, and the executive will be able to use the incentive shares to vote and receive dividends as and from the vesting date. However, the executive will be restricted from dealing with the vested incentive shares until after they are exercised.

215

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

31. Employee share plans (continued)

(a) Telstra Growthshare Trust (continued)

(i) Nature of share plans (continued)

Incentive shares (continued)

Vested incentive shares are able to be exercised on the earlier of five years from the date of allocation, when the minimum level of executive shareholding has been achieved, upon the ceasing of employment by the executive and a date the Board determines (in response to an actual or likely change of control). Once the vested incentive shares are exercised, Telstra shares will be transferred to the executive.

In fiscal 2005, the Board allocated the executives half of their short term incentive payments as rights to acquire Telstra shares. These incentive shares vest in equal parts over a period of one, two and three years on the anniversary of their allocation date, subject to the executives’ continued employment with any entity that forms part of the Telstra Group. Any instruments that have not been exercised within two years of the applicable vesting date will lapse. The executives can exercise their vested incentive shares at a cost of $1 in total for all of the incentive shares exercised on a particular day.

Once the vested incentive shares are exercised, Telstra shares will be transferred to the executive. Until this time, the executive cannot use the incentive shares (or vested incentive shares) to vote or receive dividends. Any dividends paid by the Company prior to exercise will increase the number of incentive shares allocated to the executive.

Refer below for further information about incentive shares granted through the Telstra Growthshare Trust.

(ii) Performance hurdles

Performance hurdles for instruments issued in fiscal 2007

The options issued in fiscal 2007 will vest depending on the achievement of the relevant performance measures, as detailed below.

TSR options

For TSR options allocated in fiscal 2007, the applicable performance hurdle is based on the market value of Telstra shares and the value of any other benefits paid or made available to Telstra shareholders, including dividends. There are three performance periods and TSR options have been allocated to each period. These TSR options vest if the growth in Telstra's total shareholder return exceeds certain targets over the relevant performance period. The performance period result is calculated as follows:

if the minimum target is achieved, then 50% of the allocation of options for that period will vest;
if the result achieved is between the minimum and maximum targets, then the number of vested options is scaled proportionately between 50% and 100%; or
if the maximum target is achieved, then 100% of the options will vest.

The number of options that will vest in the first (1 July 2006 to 30 June 2008) and second (1 July 2006 to 30 June 2009) performance periods is based on the performance period result calculated as above.

The maximum number of options that can vest is limited to the initial number allocated less any options that may have lapsed.

For the third performance period (1 July 2006 to 30 June 2010), the number of options that will vest is based on the performance period result. Furthermore, if the minimum target in the third performance period is met, then the following options will vest:

if the maximum target is achieved in the third performance period, then 100% of options that did not vest in the first and second performance periods (provided they have not lapsed); or
if the minimum target is not achieved in the first and/or second performance period respectively, and the result achieved in the third performance period is less than the maximum target, then 50% of the options that did not vest in the first and/or second performance period respectively.

RG, NGN, ITT and ROI options

A gateway TSR hurdle has been introduced. If the hurdle is not met at 30 June 2010, none of the options granted under the fiscal 2007 plan will be exercisable, irrespective of whether any options have previously vested.

The Board may, in its discretion, reset the hurdles governing the fiscal 2007 allocation of options on the occurrence of one or more of the following factors:

a material change in the strategic business plan;
a material regulatory change occurs; or
a significant out-of- plan business development occurs resulting in a material change to EBITDA - this could be either a positive or adverse change for Telstra, but does not include improved or deteriorated operating or financial performance of Telstra's existing businesses.

Allocations of RG, ROI, NGN and ITT options are tested at set intervals between fiscal 30 June 2008 and fiscal 30 June 2010, based on performance over the applicable performance period. For each of the performance periods, the number of options that will vest is calculated as follows:

if the minimum target is achieved in the applicable performance period, then 50% of the allocation of options will vest;
if the result achieved is between the minimum and maximum targets, then the number of vested options is scaled proportionately between 50% and 100%; or
if the maximum target is achieved, then 100% of the options will vest.

The maximum number of options that can vest is limited to the initial number allocated less any options that may have lapsed.

216

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

31. Employee share plans (continued)

(a) Telstra Growthshare Trust (continued)

(ii) Performance hurdles (continued)

Performance hurdles for instruments issued in fiscal 2007 (continued)

ACC options

For allocations of ACC options, the applicable performance hurdles are based on stretch EBITDA targets being reached or exceeded. These stretch targets are measured each year from 30 June 2007 to 30 June 2010 and the number of ACC options that will vest is calculated as follows:

if, at the end of either the first (1 July 2006 to 30 June 2008), second (1 July 2008 to 30 June 2009) or third (1 July 2009 to 30 June 2010) performance period, the stretch target is achieved two years in a row, then 20% of the allocated options will vest at the end of the relevant performance period;
if, at the end of either the second or third performance period, the stretch target is achieved three years in a row, then a further 30% of the allocated options will vest at the end of the relevant performance period; and
if, at the end of the third performance period, the stretch target is achieved four years in a row, then the final 50% of the allocated options will vest at the end of the third performance period.

In addition, 75% of the options that do not vest, based on the calculations above, will subsequently vest if the stretch target for the four year period to 30 June 2010 is met.

Performance hurdles for instruments issued in fiscal 2006

The performance rights issued in fiscal 2006 will vest depending on the achievement of the relevant performance measures, as detailed below.

The Board may, in its discretion, reset the hurdles governing the fiscal 2006 allocation of performance rights on the occurrence of one or more of the following factors:

a material change in the strategic business plan;
a significant adverse business change occurs; or
an adverse regulatory change occurs.

TSR performance rights

between the minimum and maximum targets, then the number of exercisable TSR performance rights is scaled proportionately between 50% and 100% (with the exception of the CEO whose number of performance rights is scaled proportionately between 75% and 100%);
equal to or greater than the maximum target, then 100% of the TSR performance rights will become exercisable; or
is less than the minimum target, all TSR performance rights will lapse.

OEG, RG, NT and ITT performance rights

For allocations of the OEG, RG, NT and ITT performance rights, the performance hurdles for the initial performance period are:

if the minimum target is achieved in the initial performance period, (1 July 2005 to 30 June 2008), then 50% of the allocation of performance rights will become exercisable (except for the CEO, who will receive 75% of the allocated performance rights);
if the result achieved is between the minimum and maximum targets, then the number of exercisable performance rights is scaled proportionately between 50% and 100% (with the exception of the CEO whose number of performance rights is scaled proportionately between 75% and 100%);
if the maximum target is achieved, then 100% of the performance rights will become exercisable; or
if the minimum target is not achieved, 25% of the performance rights allocated to the initial performance period will lapse.

Of the performance rights that do not vest in the initial performance period, 75% will be added to the subsequent performance period allocation. The performance targets for the subsequent performance period (1 July 2005 to 30 June 2010) are:

if the minimum target is met, 50% of the allocation will become exercisable (except for the CEO, who will receive 75% of the allocated performance rights);
if the result achieved is between the minimum and maximum targets, then the number of exercisable performance rights is scaled proportionately between 50% and 100% (with the exception of the CEO whose number of performance rights is scaled proportionately between 75% and 100%); or
if the maximum target is achieved, then all of the performance rights will become exercisable.

If the minimum target is not met in the subsequent performance period, all OEG, RG, NT and ITT performance rights will lapse.

For allocations of TSR performance rights, the applicable performance hurdle is based on the market value of Telstra shares and the value of accumulated dividends paid to Telstra shareholders. TSR performance rights vest if Telstra’s total shareholder return exceeds certain targets over the performance period, which is the five years to 30 June 2010. If the total shareholder return is:

equal to the minimum target, then 50% of the allocation becomes exercisable (except for the CEO, who will receive 75% of the allocated performance rights);

217

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

31. Employee share plans (continued)

(a) Telstra Growthshare Trust (continued)

(ii) Performance hurdles (continued)

ROI performance rights

For the allocation of ROI performance rights, if the return on investment is:

equal to the minimum target, then 50% of the allocation will become exercisable (except for the CEO, who will receive 75% of the allocated performance rights);
between the minimum and maximum targets, the number of exercisable ROI performance rights is scaled proportionately between 50% and 100% (with the exception of the CEO whose number of performance rights is scaled proportionately between 75% and 100%);
greater than the maximum target, then 100% of the ROI performance rights will become exercisable; or
is less than the minimum target, 25% of the allocated ROI performance rights will lapse.

If the ROI performance rights have not become exercisable in this period, 75% of these performance rights will be added to the allocation of TSR performance rights for measurement against the TSR performance hurdle. If this TSR performance hurdle is not achieved, all ROI performance rights will lapse.

Performance hurdle for instruments issued between 30 June 2001 and 30 June 2005

EPS performance rights

The number of EPS performance rights that become vested EPS performance rights, and therefore become exercisable, is based on the following:

if the cumulative growth in EPS from 1 July 2004 to 30 June 2007 is equal to 15.7%, then 50% of the allocation becomes exercisable;
if the cumulative growth in EPS is greater than 15.7% and less than 33.1%, then the number of exercisable performance rights is scaled proportionately between 50% and 100%;
if the cumulative growth in EPS meets or exceeds 33.1%, then 100% of the EPS performance rights will become exercisable; or
if Telstra does not achieve cumulative growth in EPS of 15.7%, all EPS performance rights will lapse.

TSR performance rights and options

The companies in the peer group are anchored at the effective date of allocation, and this same peer group of companies are then tracked during the performance period. At the end of each quarter during the performance period, the 30 day average TSR is calculated for Telstra and the companies in the peer group for each trading day during that quarter.

Both, the number of TSR performance rights and the number of options potentially exercisable, are based on the following.

If in the first quarter of the performance period Telstra’s percentile ranking is the 50th percentile or above, then:

the number of TSR performance rights and options that become exercisable for that quarter is scaled proportionately from the 50th percentile (at which 50% of the allocation becomes exercisable) to the 75th percentile (at which 100% of the allocation becomes exercisable); and
in subsequent quarters, the number that become exercisable is based on the same proportionate scale, but is reduced by the number of performance rights or options that have previously become exercisable. The percentile ranking achieved needs to be above that achieved in previous quarters for additional performance rights and options to become exercisable.

If in the first quarter of the performance period the percentile ranking is less than the 50th percentile, then:

half of the allocation will lapse; and
in subsequent quarters, the remaining 50% of the options or performance rights will become exercisable if the ranking is the 50th percentile or above for that quarter.

If Telstra does not achieve or exceed the 50th percentile ranking in any quarter of the performance period, all TSR performance rights and options will lapse.

Performance hurdle for instruments issued prior to 30 June 2001 that are outstanding at 30 June 2007

For all allocations prior to 30 June 2001, which include restricted shares and options, the applicable performance hurdle was that the average Telstra Accumulation Index must exceed the average S&P/ ASX 200 (Industrial) Index (replacing the superseded All Industrials Accumulation Index) for thirty consecutive days within the performance period. If the performance hurdle is satisfied for these allocations, all of the relevant options or restricted shares would become exercisable (i.e. they do not become exercisable on a proportionate basis).

For allocations of TSR performance rights made between 30 June 2001 and 30 June 2005, and options issued during fiscal 2002, the applicable performance hurdle is based on comparing Telstra’s TSR with the TSRs of the companies in the S&P/ASX 200 (Industrial) Index (peer group) within the performance period.

218

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

31. Employee share plans (continued)

(a) Telstra Growthshare Trust (continued)

(ii) Performance hurdles (continued)

The following outlines the targets to be achieved for the fiscal 2007 allocation of options to vest:

	3 Year options
	Minimum target Maximum target
TSR options . . . . . . . . . RG options . . . . . . . . . NGN options . . . . . . . . ITT options . . . . . . . . . ROI options . . . . . . . . . ACC options . . . . . . . . .	(a) (a)
	Board approved revenue growth minimum targets for the first, second and third performance period respectively Board approved revenue growth maximum targets for the first, second and third performance period respectively
	Various network and platform builds and exits as well as a minimum number of service and exchange migrations, by minimum milestone dates Various network and platform builds and exits as well as a minimum number of service and exchange migrations, by stretch milestone dates
	Certain BSS and OSS systems rationalised and data converted by minimum milestone dates Certain BSS and OSS systems rationalised and data converted by stretch milestone dates
	Board approved return on investment minimum targets for the second and third performance period respectively Board approved return on investment stretch targets for the second and third performance period respectively
	Achievement of Board approved stretch EBITDA growth targets for the four test periods from fiscal 30 June 2007 to fiscal 30 June 2010, using 30 June 2006 EBITDA as the base amount for each test period

The following outlines the targets to be achieved for the fiscal 2006 allocation of performance rights to become exercisable:

	3 Year performance rights 5 Year performance rights Initial performance period Subsequent performance period
	Minimum target Maximum target Minimum target Maximum target
TSR performance rights . OEG performance rights . RG performance rights . . NT performance rights . . ITT performance rights . . ROI performance rights. .	N/A N/A (a) (a)
	2.2% operating expense growth 1.2% operating expense growth 1.1% operating expense growth 0.0% operating expense growth
	2.0% revenue growth 2.5% revenue growth 2.0% revenue growth 2.5%revenue growth
	IP Core and Ethernet complete by30 June 2008 IP Core and Ethernet complete by 31 December 2007 Multi Service Edge, Soft Switch Platform, Fibre to the Node and Wireless NGN complete by30 June 2010 Multi Service Edge, Soft Switch Platform, Fibre to the Node and Wireless NGN complete by 31 December 2009
	350 OSS and BSS systems 250 OSS and BSS systems 250 OSS and BSS systems 200 OSS and BSS systems
	23.5% return on investment 24.5% return on investment N/A N/A

(a) The applicable performance hurdle is based on the market value of Telstra shares and the value of any other benefits paid or made available to Telstra shareholders, including accumulated dividends paid. This has been set by the Board.

219

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

31. Employee share plans (continued)

(a) Telstra Growthshare Trust (continued)

(iii) Summary of movements and other information

	Number of equity instruments
	Outstanding at 30 June 2006 Granted Forfeited Exercised (i) Expired Outstanding at 30 June 2007 Exercisable at 30 June 2007
Growthshare 2002 - Sept 2001 allocation
Options . . . . . . . . . . . . . . 12,435,000 - (599,000) - - 11,836,000 11,836,000 TSR performance rights . . . . 27,000 - (5,200) (21,800) - - - Growthshare 2002 - Mar 2002 allocation
Options . . . . . . . . . . . . . . 801,000 - - - (801,000) - - TSR performance rights . . . . 68,000 - - - (68,000) - - Growthshare 2003 - Sept 2002 allocation
Deferred shares . . . . . . . . . 216,728 - - (127,238) - 89,490 89,490 TSR performance rights . . . . 1,759,223 - (148,371) - - 1,610,852 - Growthshare 2003 - Mar 2003 allocation
Deferred shares . . . . . . . . . 16,000 - - (16,000) - - - TSR performance rights . . . . 36,188 - - - (18,094) 18,094 - Growthshare 2004 - Sept 2003 allocation
Deferred shares . . . . . . . . . 1,430,241 - (25,745) (1,109,998) - 294,498 294,498 TSR performance rights . . . . 3,827,428 - (695,677) - (1,358,881) 1,772,870 - Growthshare 2004 - Feb 2004 allocation
Deferred shares . . . . . . . . . 18,350 - - (13,750) - 4,600 4,600 TSR performance rights . . . . 36,700 - (104) - (18,298) 18,298 - Growthshare 2005 - Aug2004 allocation
TSR performance rights . . . . 2,226,400 - (168,524) - - 2,057,876 - EPS performance rights . . . . 2,226,400 - (129,889) - - 2,096,511 - Growthshare 2006 - Feb 2006 allocation
TSR performance rights . . . . 567,331 - (32,336) - - 534,995 - OEG performance rights . . . . 1,134,661 - (66,303) - - 1,068,358 - RG performance rights . . . . . 1,134,661 - (66,303) - - 1,068,358 - NT performance rights . . . . . 850,996 - (54,068) - - 796,928 - ITT performance rights . . . . . 850,996 - (54,070) - - 796,926 - ROI performance rights. . . . . 1,134,661 - (58,432) - - 1,076,229 - Growthshare 2007 - fiscal 2007 allocation(ii)
TSR options . . . . . . . . . . . . - 7,677,589 - - - 7,677,589 - RG options . . . . . . . . . . . . - 5,758,177 - - - 5,758,177 - NGN options . . . . . . . . . . . - 5,758,198 - - - 5,758,198 - ITT options . . . . . . . . . . . . - 5,758,194 - - - 5,758,194 - ROI options . . . . . . . . . . . . - 5,758,191 - - - 5,758,191 - ACC options . . . . . . . . . . . . - 15,355,175 - - (1,919,397) 13,435,778 -

(i) The weighted average share price for instruments exercised during the financial year was $3.61 for the September 2001 allocation of performance rights and $3.64 for the September 2002, March 2003, September 2003 and February 2004 allocation of deferred shares respectively. These share prices were based on the closing market price on those dates.

(ii) The options granted during the year only includes those granted to our senior executives as they were notified prior to 30 June 2007. The options to the remaining participants were not granted until 23 July 2007 and were as follows: TSR options - 12,024,249; RG options - 9,018,109; NGN options - 9,018,208; ITT options - 9,018,178; ROI options - 9,018,192; and ACC options - 21,042,445.

220

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

31. Employee share plans (continued)

(a) Telstra Growthshare Trust (continued)

(iii) Summary of movements and other information (continued)

	Number of equity instruments
	Outstanding at 30 June 2005 Granted Forfeited Exercised (i) Expired Outstanding at 30 June 2006 Exercisable at 30 June 2006
Growthshare 2001 - Sept 2000 allocation
Options . . . . . . . . . . . . . . . . . . . . 2,413,900 - - - (2,413,900) - - Restricted shares. . . . . . . . . . . . . . . 500,600 - - - (500,600) - - Growthshare 2001 - March 2001 allocation
Options . . . . . . . . . . . . . . . . . . . . 150,000 - - - (150,000) - - Restricted shares. . . . . . . . . . . . . . . 40,000 - - - (40,000) - - Growthshare 2002 - Sept 2001 allocation
Options . . . . . . . . . . . . . . . . . . . . 13,325,153 - (888,153) (2,000) - 12,435,000 12,435,000 TSR performance rights . . . . . . . . . . 1,273,782 - (5,500) (1,241,282) - 27,000 27,000 Growthshare 2002 - Mar 2002 allocation
Options . . . . . . . . . . . . . . . . . . . . 1,602,000 - - - (801,000) 801,000 - TSR performance rights . . . . . . . . . . 136,000 - - - (68,000) 68,000 - Growthshare 2003 - Sept 2002 allocation
Deferred shares . . . . . . . . . . . . . . . 1,774,023 - (41,292) (1,516,003) - 216,728 216,728 TSR performance rights . . . . . . . . . . 3,687,224 - (180,281) - (1,747,720) 1,759,223 - Growthshare 2003 - Mar 2003 allocation
Deferred shares . . . . . . . . . . . . . . . 18,600 - (506) (2,094) - 16,000 - TSR performance rights . . . . . . . . . . 37,200 - (1,012) - - 36,188 - Growthshare 2004 - Sept 2003 allocation
Deferred shares . . . . . . . . . . . . . . . 2,025,008 - (94,713) (500,054) - 1,430,241 - TSR performance rights . . . . . . . . . . 4,099,546 - (272,118) - - 3,827,428 - Growthshare 2004 - Feb 2004 allocation
Deferred shares . . . . . . . . . . . . . . . 18,350 - - - - 18,350 - TSR performance rights . . . . . . . . . . 36,700 - - - - 36,700 - Growthshare 2005 - Aug 2004 allocation
TSR performance rights . . . . . . . . . . 2,424,714 - (198,314) - - 2,226,400 - EPS performance rights . . . . . . . . . . 2,424,714 - (198,314) - - 2,226,400 - Growthshare 2006 - Feb 2006 allocation
TSR performance rights . . . . . . . . . . - 571,943 (4,612) - - 567,331 - OEG performance rights . . . . . . . . . . - 1,143,886 (9,225) - - 1,134,661 - RG performance rights . . . . . . . . . . . - 1,143,886 (9,225) - - 1,134,661 - NT performance rights . . . . . . . . . . . - 857,914 (6,918) - - 850,996 - ITT performance rights . . . . . . . . . . . - 857,914 (6,918) - - 850,996 - ROIperformance rights. . . . . . . . . . . - 1,143,886 (9,225) - - 1,134,661 -

(i) The weighted average share price for instruments exercised during fiscal 2006 was $4.81 for the September 2001 allocation of options, $4.69 for the September 2001 allocation of performance rights and $4.43 for the September 2002, March 2003 and September 2003 allocation of deferred shares respectively. These share prices were based on the closing market price on those dates.

221

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

31. Employee share plans (continued)

(a) Telstra Growthshare Trust (continued)

(iii) Summary of movements and other information (continued)

	Commencement date Performance hurdleperiod Exercise price Expiry date
	from to
Growthshare 2002 - Sept 2001 allocation
Options . . . . . . . . . . . . . . . . . . . . . . . . TSR performance rights . . . . . . . . . . . . . . Growthshare 2002 - Mar 2002 allocation	6 Sept 2001 6 Sept 2004 6 Sept 2006 $4.90 6 Sept 2011 6 Sept 2001 6 Sept 2004 6 Sept 2006 $1 per parcel exercised 8 Dec 2006
Options . . . . . . . . . . . . . . . . . . . . . . . . TSR performance rights . . . . . . . . . . . . . . Growthshare 2003 - Sept 2002 allocation	14 Mar 2002 14 Mar 2005 14 Mar 2007 $5.63 14 Mar 2012 14 Mar 2002 14 Mar 2005 14 Mar 2007 $1 per parcel exercised 14 Jun 2007
Deferred shares . . . . . . . . . . . . . . . . . . . TSR performance rights . . . . . . . . . . . . . . Growthshare 2003 - Mar 2003 allocation	5 Sept 2002 N/A $1 per parcel exercised 5 Sept 2007 5 Sept 2002 5 Sept 2005 5 Sept 2007 $1 per parcel exercised 5 Dec 2007
Deferred shares . . . . . . . . . . . . . . . . . . . TSR performance rights . . . . . . . . . . . . . . Growthshare 2004 - Sept 2003 allocation	7 Mar 2003 N/A $1 per parcel exercised 7 Mar 2008 7 Mar 2003 7 Mar 2006 7 Mar 2008 $1 per parcel exercised 7 Jun 2008
Deferred shares . . . . . . . . . . . . . . . . . . . TSR performance rights . . . . . . . . . . . . . . Growthshare 2004 - Feb 2004 allocation	5 Sept 2003 N/A $1 per parcel exercised 5 Sept 2008 5 Sept 2003 5 Sept 2006 5 Sept 2008 $1 per parcel exercised 5 Dec 2008
Deferred shares . . . . . . . . . . . . . . . . . . . TSR performance rights . . . . . . . . . . . . . . Growthshare 2005 - Aug2004 allocation	20 Feb 2004 N/A $1 per parcel exercised 20 Feb 2009 20 Feb 2004 20 Feb 2007 20 Feb 2009 $1 per parcel exercised 20 May 2009
TSR performance rights . . . . . . . . . . . . . . EPS performance rights . . . . . . . . . . . . . . Growthshare 2006 - Feb 2006 allocation	20 Aug 2004 20 Aug 2007 20 Aug 2009 $1 per parcel exercised 20 Nov 2009 20 Aug 2004 1 July 2004 30 Jun 2007 $1 per parcel exercised 20 Nov 2009
TSR performance rights . . . . . . . . . . . . . . OEG performance rights . . . . . . . . . . . . . . RG performance rights . . . . . . . . . . . . . . . NT performance rights . . . . . . . . . . . . . . . ITT performance rights . . . . . . . . . . . . . . . ROI performance rights. . . . . . . . . . . . . . . Growthshare 2007 - fiscal 2007 allocation	24 Feb 2006 1 Jul 2005 30 Jun 2010 $1 per parcel exercised 19 Aug 2012 24 Feb 2006 1 Jul 2005 30 Jun 2010 $1 per parcel exercised 19 Aug 2012 24 Feb 2006 1 Jul 2005 30 Jun 2010 $1 per parcel exercised 19 Aug 2012 24 Feb 2006 1 Jul 2005 30 Jun 2010 $1 per parcel exercised 19 Aug 2012 24 Feb 2006 1 Jul 2005 30 Jun 2010 $1 per parcel exercised 19 Aug 2012 24 Feb 2006 1 Jul 2005 30 Jun 2008 $1 per parcel exercised 19 Aug 2012
TSR options . . . . . . . . . . . . . . . . . . . . . . RG options . . . . . . . . . . . . . . . . . . . . . . NGN options . . . . . . . . . . . . . . . . . . . . . ITT options . . . . . . . . . . . . . . . . . . . . . . ROI options . . . . . . . . . . . . . . . . . . . . . . ACC options . . . . . . . . . . . . . . . . . . . . . .	31 Jan 2007 1 Jul 2006 30 Jun 2010 *$3.67 () 1 Jul 2012**
	31 Jan 2007 1 Jul 2006 30 Jun 2010 *$3.67 () 1 Jul 2012**
	31 Jan 2007 1 Jul 2006 30 Jun 2010 *$3.67 () 1 Jul 2012**
	31 Jan 2007 1 Jul 2006 30 Jun 2010 *$3.67 () 1 Jul 2012**
	31 Jan 2007 1 Jul 2008 30 Jun 2010 *$3.67 () 1 Jul 2012**
	31 Jan 2007 1 Jul 2006 30 Jun 2010 *$3.67() 1 Jul 2012**

As deferred shares are allocated as annual fixed remuneration, there is no performance hurdle. Generally, deferred shares will become vested deferred shares after a specified service period.

(*) The exercise price was communicated to Telstra shareholders at the Annual General Meeting held on 14 November 2006 and is based on the five day volume weighted average share price after the release of our 2006 annual results on 10 August 2006.

222

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

Incentive shares (i) Options (ii) Restricted shares Deferred shares Performance rights (iii) Number Weighted average fair value (iv) Number Weighted average fair value (v) Number Weighted average fair value (v) Number Weighted average fair value (v) Number Weighted average fair value (v)	Number Weighted average fair value (iv) Number Weighted average fair value (v) Number Weighted average fair value (v) Number Weighted average fair value (v) Number Weighted average fair value (v)	(i) The incentive shares exercisable includes those executives that have been made redundant and are then consequently entitled to the incentive shares. The incentive shares outstanding and exercisable excludes those shares relating to the fiscal 2007 short term incentive plan that will be issued on 17 August 2007. (ii) Options include TSR, RG, NGN, ITT, ROI and ACC options. The options outstanding and exercisable excludes those options relating to the fiscal 2007 long term incentive plan that were granted on 23 July 2007. (iii) Performance rights include TSR, EPS, OEG, RG, NT, ITT and ROI performance rights. (iv) The fair value of incentive shares granted during fiscal 2006 was calculated using a Black- Scholes pricing model. (v) The fair value of these instruments is calculated using an option pricing model that takes into account various factors, including the exercise price and expected life of the instrument, the current price of the underlying share and its expected volatility, expected dividends, the risk-free rate for the expected life of the instrument, and the expected average volatility of Telstra’s peer group companies. Equity instruments outstanding as at 30 June 2005. . . . . . . - - 17,491,053 $1.20 540,600 $3.63 3,835,981 $4.34 14,119,880 $3.14 Granted . . . . . . . . . . . . . . 1,986,435 $4.77 - - - - - - 5,719,429 $2.97 Forfeited. . . . . . . . . . . . . . (53,467) $4.77 (888,153) $1.13 - - (136,511) $4.32 (901,662) $3.19 Exercised . . . . . . . . . . . . . (97,382) $4.77 (2,000) $1.13 - - (2,018,151) $4.38 (1,241,282) $2.86 Expired. . . . . . . . . . . . . . . - - (3,364,900) $1.49 (540,600) $3.63 - - (1,815,720) $2.99 Equity instruments outstanding as at 30 June 2006. . . . . . . 1,835,586 $4.77 13,236,000 $1.13 - - 1,681,319 $4.30 15,880,645 $3.12 Granted . . . . . . . . . . . . . . 122,344 $4.77 46,065,524 $0.85 - - - - - - Forfeited. . . . . . . . . . . . . . - - (599,000) $1.13 - - (25,745) $4.29 (1,479,277) $3.05 Exercised . . . . . . . . . . . . . (423,455) $4.77 - - - - (1,266,986) $4.29 (21,800) $2.86 Expired. . . . . . . . . . . . . . . - - (2,720,397) $0.99 - - - - (1,463,273) $3.06 Equity instruments outstanding as at 30 June 2007. . . . . . . 1,534,475 $4.77 55,982,127 $0.91 - - 388,588 $4.31 12,916,295 $3.13 Equity instruments exercisable as at 30 June 2007. . . . . . . 138,964 $4.77 11,836,000 $1.13 - - 388,588 $4.31 - -

223

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

31. Employee share plans (continued)

(a) Telstra Growthshare Trust (continued)

(iv) Fair value of instruments granted during the financial year

Short term incentive equity share plans

As part of the fiscal 2007 short term incentive scheme, the incentive shares will be granted on 17 August 2007 and will vest immediately. The fair value of these incentive shares will be based on the market value of Telstra shares on that date.

Long term incentive equity share plans

The fair value of long term incentive instruments granted during the financial year was calculated using a valuation technique that is consistent with the Black-Scholes methodology and utilises Monte Carlo simulations. The fair value has been measured at a grant date of 30 June 2007 and has been allocated over the period for which the service is received which commenced 31 January 2007. The following weighted average assumptions were used in determining the valuation:

	Growthshare options ~~Growthshare~~ performance rights June 2007 Feb 2006
Share price . . . . . . . . . . . . . Risk free rate . . . . . . . . . . . . Dividend yield . . . . . . . . . . . Expected stock volatility. . . . . Expected life . . . . . . . . . . . . Expected rate of achievement of TSR performance hurdles . . . . Expected rate of achievement of RG, OEG, NGN, ITT, ROI, and ACC performance hurdles . . . . . . .	$4.59 $3.87 6.41% 5.20% 6.0% 6.0% 19% 19% (a) (a) 46% 15% 58% n/a

(a) The date the instruments become exercisable

The expected stock volatility is a measure of the amount by which the price is expected to fluctuate during a period. This was based on historical daily and weekly closing share prices.

As the gateway TSR hurdle must be met for all vested options to become exercisable for RG, NGN, ITT, ROI and ACC options, an adjustment for the expected achievement of the performance hurdles was made in the valuation of 58%. As there was no gateway TSR hurdle for the performance rights granted in fiscal 2006, the RG, OEG, NTT, ITT and ROI performance rights are not based on market conditions, and no adjustment for the expected achievement of the performance hurdles is made in the valuation.

Telstra directshare and ownshare

(i) Nature of Telstra directshare and ownshare

Telstra directshare

Non-executive directors are required to sacrifice a minimum of 20% of their fees towards the acquisition of restricted Telstra shares, known as directshares. Shares are acquired by the trustee from time to time and allocated to the participating directors on a 6 monthly basis, on dates determined by the trustee at its discretion. Although the trustee holds the shares in trust, the participant retains the beneficial interest in the shares (dividends, voting rights, bonuses and rights issues) until they are transferred at expiration of the restriction period.

The restriction period continues until the earlier of:

five years from the date of allocation of the shares;
the participating director is no longer a director of, or is no longer employed by, a company in the Telstra Group; or
the Board of Telstra determines that an ‘event’ has occurred.

At the end of the restriction period, the directshares will be transferred to the participating director. The participating director is not able to deal in the shares until this transfer has taken place. The expense associated with shares allocated under this plan is included in the disclosure for directors’ remuneration.

Telstra ownshare

Certain eligible employees may, at their election, be provided part of their remuneration in Telstra shares. Shares are acquired by the trustee from time to time and allocated to these employees at the time their application is accepted. Although the trustee holds the shares in trust, the participant retains the beneficial interest in the shares (dividends, voting rights, bonuses or rights issues) until they are transferred at expiration of the restriction period.

The restriction period continues until the earlier of:

three years or five years from the date of allocation (depending on the elections available to the participant at the time of allocation);
the participant ceases employment with the Telstra Group; or
• the Board of Telstra determines that an ‘event’ has occurred.

At the end of the restriction period, the ownshares will be transferred to the participant. The participant is not able to deal in the shares until this transfer has taken place.

224

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

31. Employee share plans (continued)

(a) Telstra Growthshare Trust (continued)

Telstra directshare and ownshare (continued)

(ii) Summary of movements

The table below provides information about our directshare and ownshare plans:

Directshares	Number of equity instruments
	Outstanding at 30 June 2005 Granted (i) Distributed (after restriction period) (ii) Outstanding at 30 June 2006 Granted (i) Distributed (after restriction period) (ii) Outstanding at 30 June 2007
15 September 2000 allocation . . . . . . 19 March 2001 allocation . . . . . . . . . 14 September 2001 allocation . . . . . . 14 March 2002 allocation . . . . . . . . . 5 September 2002 allocation . . . . . . . 7 March 2003 allocation . . . . . . . . . . 5 September 2003 allocation . . . . . . . 20 February 2004 allocation. . . . . . . . 20 August 2005 allocation . . . . . . . . . 19 February 2005 allocation. . . . . . . . 19 August 2005 allocation . . . . . . . . . 17 February 2006 allocation. . . . . . . . 18 August 2006 allocation . . . . . . . . . 23 February 2007 allocation. . . . . . . . Ownshares	4,364 - (4,364) - - - - 7,439 - (7,439) - - - - 9,463 - (3,847) 5,616 - (5,616) - 11,857 - (3,509) 8,348 - (8,348) - 12,937 - (4,004) 8,933 - (1,335) 7,598 29,922 - (6,043) 23,879 - (3,771) 20,108 23,132 - (4,644) 18,488 - (2,964) 15,524 26,369 - (4,989) 21,380 - (4,246) 17,134 7,567 - (1,344) 6,223 - (1,143) 5,080 26,013 - (4,877) 21,136 - (3,731) 17,405 - 20,699 - 20,699 - (4,183) 16,516 - 31,286 - 31,286 - (5,687) 25,599 - - - - 36,431 - 36,431 - - - - 38,209 - 38,209
	159,063 51,985 (45,060) 165,988 74,640 (41,024) 199,604

15 September 2000 allocation . . . . . . 14 September 2001 allocation . . . . . . 5 September 2002 allocation . . . . . . . 28 October 2002 allocation . . . . . . . . 5 September 2003 allocation . . . . . . . 31 October 2003 allocation . . . . . . . . 20 August 2004 allocation . . . . . . . . . 29 October 2004 allocation . . . . . . . . 19 August 2005 allocation . . . . . . . . . 28 October 2005 allocation . . . . . . . . 18 August 2006 allocation . . . . . . . . . 27 October 2006 allocation . . . . . . . .	49,928 - (49,928) - - - - 47,202 - (14,807) 32,395 - (32,395) - 471,135 - (471,135) - - - - 138,232 - (138,232) - - - - 333,587 - (39,823) 293,764 - (293,764) - 207,140 - (41,208) 165,932 - (165,932) - 318,074 - (36,043) 282,031 - (25,659) 256,372 247,168 - (53,084) 194,084 - (18,954) 175,130 - 506,420 (32,183) 474,237 - (54,775) 419,462 - 270,415 (25,164) 245,251 - (13,932) 231,319 - - - - 506,420 (113,176) 393,244 - - - - 182,926 (5,330) 177,596
	1,812,466 776,835 (901,607) 1,687,694 689,346 (723,917) 1,653,123

(i) The number of directshares or ownshares granted is based on the weighted average price of a Telstra share in the week ending on the day before grant date, in conjunction with the remuneration foregone.

(ii) Directshares and ownshares are not required to be exercised. The fully paid shares held by the Telstra Growthshare Trust relating to these instruments are transferred to the participants at the completion of the restriction period.

225

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

31. Employee share plans (continued)

(a) Telstra Growthshare Trust (continued)

Telstra directshare and ownshare (continued)

Although the Telstra ESOP Trustee Pty Ltd (wholly owned subsidiary of Telstra) is the trustee for TESOP99 and TESOP97 and holds the shares in the trust, the participating employee retains the beneficial interest in the shares (dividends and voting rights).

(iii) Instruments granted during the financial year

The fair value of the instruments granted under the directshare and ownshare plans is determined by the remuneration foregone by the participant.

On the grant of directshares and ownshares, the participants in the plans are not required to make any payment to the Telstra Entity. The 18 August 2006 grant of ownshares relates to employees short term incentive payments and the 27 October 2006 grant relates to shares acquired through salary sacrifice by employees.

The weighted average fair value of fully paid shares granted to directors and executives under the directshare and ownshare plans as at 30 June 2007 was $4.08 (2006: $4.34) and $3.67 (2006: $4.57) respectively. The total fair value of shares granted as at 30 June 2007 was $304,878 (2006: $225,649) for the directshare and $2,531,729 (2006: $3,551,023) for the ownshare plan.

Sign-on bonus shares

Certain eligible employees may be provided sign-on bonus shares upon commencing employment at Telstra. These shares are held in trust, although the participant retains the beneficial interest in the shares (dividends, voting rights, bonuses or rights issues) until they are transferred at expiration of the restriction period.

The restriction period continues until:

a date determined by the chief executive officer; or
the Board of Telstra determines that an ‘event’ has occurred.

At the end of the restriction period, the sign-on bonus shares will be transferred to the participating employee. The employee is not able to deal in the shares until this transfer has taken place.

There were 128,090 (2006: 67,694) sign-on bonus shares issued in fiscal 2007 to 3 (2006: 1) employees on 11 August 2006, 25 August 2006 and 5 December 2006 respectively (2006: 30 March 2006). The weighted average fair value of the shares allocated was $3.66 (2006: $3.69) with a total fair value allocated of $468,400 (2006: $249,791). 28,090 shares were still outstanding at 30 June 2007. The fair value of the sign-on bonus shares is based on the weighted average price of a Telstra share in the week ending on the day before the allocation date.

Generally, employees were offered interest free loans by the Telstra Entity to acquire certain shares and in some cases became entitled to certain extra shares and loyalty shares as a result of participating in the plans. All shares acquired under the plans were transferred from the Commonwealth either to the employees or to the trustee for the benefit of the employees.

While a participant remains an employee of the Telstra Entity, a company in which Telstra owns greater than 50% equity, or the company which was their employer when the shares were acquired, there is no date by which the employee has to repay the loan. The loan may, however, be repaid in full at any time by the employee using his or her own funds.

The loan shares, extra shares and in the case of TESOP99, the loyalty shares, were subject to a restriction on the sale of the shares or transfer to the employee for three years, or until the relevant employment ceased. This restriction period has now been fulfilled under each plan.

If a participant ceases to be employed by the Telstra Entity, a company in which Telstra owns greater than 50% equity, or the company which was their employer when the shares were acquired, the employee must repay their loan within two months of leaving to acquire the relevant shares. This is the case except where the restriction period has ended because of the employee’s death or disablement (in this case the loan must be repaid within 12 months).

If the employee does not repay the loan when required, the trustee can sell the shares. The sale proceeds must then be used to pay the costs of the sale and any amount outstanding on the loan, after which the balance will be paid to the employee. The Telstra Entity’s recourse under the loan is limited to the amount recoverable through the sale of the employee’s shares.

The Telstra ESOP Trustee continues to hold the loan shares where the employee has ceased employment and elected not to repay the loan, until the share price is sufficient to recover the loan amount and associated costs. The Trustee will then sell the shares. As at 30 June 2007, there were 7,268,200 shares held for this purpose (2006: 6,418,300).

(b) TESOP99 and TESOP97

As part of the Commonwealth’s sale of its shareholding in fiscal 2000 and fiscal 1998 we offered eligible employees the opportunity to buy ordinary shares of Telstra. These share plans were:

the Telstra Employee Share Ownership Plan II (TESOP99); and
the Telstra Employee Share Ownership Plan (TESOP97).

226

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

31. Employee share plans (continued)

(b) TESOP99 and TESOP97 (continued)

The following table provides information about our TESOP99 and TESOP97 share plans:

	TESOP97 Number Weighted average fair value (i) Total fair value $m 45,842,625 $5.06 232 (5,126,000) $3.96 (20) 40,716,625 $3.68 150 (6,031,125) $4.16 (25) 34,685,500 $4.59 159	TESOP99
		Number Weighted average fair value (i) Total fair value $m
Equity instruments outstanding and exercisable as at 30 June 2005. . . . . . . . . . . . . . . . . . . . . . . . . . . . . Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Equity instruments outstanding and exercisable as at 30 June 2006. . . . . . . . . . . . . . . . . . . . . . . . . . . . . Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Equity instruments outstanding and exercisable as at 30 June 2007. . . . . . . . . . . . . . . . . . . . . . . . . . . . .		14,535,900 $5.06 74 (148,500) $3.95 (1) 14,387,400 $3.68 53
		(199,800) $4.18 (1)
		14,187,600 $4.59 65

(i) The fair value of these shares is based on the market value of Telstra shares at balance date and exercise date.

The employee share loan balance as at 30 June 2007 is $113 million (2006: $130 million). The weighted average loan still to be repaid for the TESOP97 equity instrument is $0.83 (2006: $1.04), and the TESOP99 equity instrument is $5.92 (2006: $6.13).

227

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

32. Key management personnel compensation

Our key management personnel (KMP) have authority and responsibility for planning, directing and controlling the activities of the Telstra Group. Our KMP consist of:

the Directors’ of the Telstra Entity; and
certain executives in the Chief Executive Officer’s (CEO’s) senior leadership team, referred to as a ‘senior executive’ in this report.

Directors

During fiscal 2007 and fiscal 2006, the Directors’ of the Telstra Entity were:

Name	Position
Current Directors
Donald G McGauchie	Chairman, Non Executive Director
Solomon D Trujillo	Chief Executive Officer, appointed 1 July 2005
Geoffrey Cousins	Non Executive Director, elected 14 November 2006
Belinda J Hutchinson	Non Executive Director
Catherine B Livingstone	Non Executive Director
Charles Macek	Non Executive Director
John W Stocker	Non Executive Director
Peter J Willcox	Non Executive Director, appointed 17 May 2006
John D Zeglis	Non Executive Director, appointed 17 May 2006
Former Directors
John T Ralph	Deputy Chairman, Non Executive Director, retired 11 August 2005
Zygmunt E Switkowski	Chief Executive Officer and Executive Director, resigned 1 July 2005
Anthony J Clark	Non Executive Director, retired 11 August 2005
John E Fletcher	Non Executive Director, resigned 30 June 2006

Senior executives

The senior executives that qualified as KMP for fiscal 2007 and fiscal 2006 were:

Name	Position
Current senior
executives
Bruce Akhurst	Chief Executive Officer, Sensis
Kate McKenzie	Group Managing Director, Telstra Wholesale, appointed 16 January 2006
David Moffatt	Group Managing Director, Telstra Consumer Marketing and Channels
Deena Shiff	Group Managing Director, Telstra Business, appointed 30 January 2006; previously Group Managing Director
	Telstra Wholesale from 1 January 2005 to 30 January 2006
John Stanhope	Chief Financial Officer and Group Managing Director, Finance and Administration
David Thodey	Group Managing Director, Telstra Enterprise and Government
Gregory Winn	Group Managing Director, Telstra Operations, appointed 11 August 2005

228

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

32. Key management personnel compensation (continued)

KMP aggregate compensation

During fiscal 2007 and fiscal 2006, the aggregate compensation provided to our KMP was:

	Telstra Group	Telstra Entity
	As at 30 June 2007 2006 $ $ 21,956,239 21,841,244 2,635,944 1,920,670 282,500 245,279 484,757 4,027,495 12,002,388 5,016,326	As at 30 June 2007 2006 $ $
Short term employee benefits . . . . . . . . . . . . . . . . . . . . . . . . . . Post employment benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other long term benefits. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Termination benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Share based payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		21,956,239 21,841,244 2,635,944 1,920,670 282,500 245,279 484,757 4,027,495 12,002,388 5,016,326
	37,361,828 33,051,014	37,361,828 33,051,014

We have taken advantage of the relief provided by Corporations Regulations 2M.6.04 and have transferred the detailed remuneration disclosures to the Remuneration Report which is part of the Directors’ Report. Please refer to the Remuneration Report for further details.

Other transactions with our KMP and their related entities

Our KMP have telecommunications services transactions with the Telstra Group, which are not significant and are both trivial and domestic in nature. The KMP related entities also have telecommunications services with us on normal commercial terms and conditions.

Our KMP are provided with telecommunications and other services and equipment to assist them in performing their duties. From time to time, we also make products and services available to our KMP without charge to enable them to familiarise themselves with our products, services and recent technological developments. To the extent it is considered that this provides a benefit to a KMP, it is included in their compensation.

229

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

32. Key management personnel compensation (continued)

KMP interests in shares of Telstra Entity

During fiscal 2007, our KMP and their related entities held share capital of the Telstra Entity directly, indirectly or beneficially as follows:

	Total shares held at 30 June 2006 Directshare allocation (a) Equity instruments exercised Shares acquired as part of T3 (b) Shares acquired or disposed of by other means Total shares held at 30 June 2007 Shares that are held nominally
	Number Number Number Number Number Number Number
Directors Donald G McGauchie . . . . . . . . . Solomon D Trujillo. . . . . . . . . . . Geoffrey Cousins. . . . . . . . . . . . Belinda J Hutchinson . . . . . . . . . Catherine B Livingstone . . . . . . . Charles Macek . . . . . . . . . . . . . John W Stocker. . . . . . . . . . . . . Peter Willcox . . . . . . . . . . . . . . John Zeglis . . . . . . . . . . . . . . . Senior executives Bruce Akhurst. . . . . . . . . . . . . . Kate McKenzie . . . . . . . . . . . . . David Moffatt. . . . . . . . . . . . . . Deena Shiff . . . . . . . . . . . . . . . John Stanhope. . . . . . . . . . . . . David Thodey. . . . . . . . . . . . . . Gregory Winn. . . . . . . . . . . . . .	57,641 23,891 - 30,800 112,332 80,159 - - - 250,000 - 250,000 - - 1,747 - - - 1,747 1,747 74,778 8,655 - 155,000 238,433 197,857 55,838 9,005 - 30,400 - 95,243 80,262 48,576 9,706 - 120,000 - 178,282 176,728 117,031 10,758 - 31,600 - 159,389 153,211 10,000 5,523 - 12,500 20,000 48,023 48,023 - 5,355 - - 16,500 21,855 5,355
	363,864 74,640 - 630,300 36,500 1,105,304 743,342
	37,859 - 108,722 10,000 (126,922) 29,659 24,779 - - - - - - - 151,000 - 95,222 121,600 - 367,822 3,100 14,480 - - - - 14,480 8,800 57,740 - 67,894 - - 125,634 3,960 13,262 - 137,480 18,062 10,475 179,279 800 - - - - - - -
	274,341 - 409,318 149,662 (116,447) 716,874 41,439
	638,205 74,640 409,318 779,962 (79,947) 1,822,178 784,781

Total shareholdings include shares held by our KMP and their related entities. Unless related to our employee share plans, shares acquired or disposed by our KMP during fiscal 2007 were on an arm’s length basis at market price.

(a) Shares provided to directors under directshare are subject to a restriction period. The participating directors are not able to deal in the shares until the end of the restriction period. Refer to note 31 for further details.

(b) Shares acquired as part of T3 are the instalment receipts acquired as part of the sale of shares in our company by the Commonwealth (Telstra 3 Share Offer). Holders of instalment receipts have the right to receive dividends as declared and entitled to vote, by directing the trustee, Telstra Sale Company Limited, at a meeting of the company. Telstra instalment receipts are traded on the Australian Stock Exchange with the final instalment payable to the Commonwealth.

230

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

32. Key management personnel compensation (continued)

KMP interests in shares of Telstra Entity (continued)

During fiscal 2006, our KMP and their related entities held share capital of the Telstra Entity directly, indirectly or beneficially as follows:

	Total shares held at 30 June 2005 Directshare allocation (a) Equity instruments exercised Shares acquired or disposed of by other means Total shares held at 30 June 2006 Shares that are held nominally
	Number Number Number Number Number Number
Directors Donald G McGauchie . . . . . . . . . John T Ralph (b) . . . . . . . . . . . . Solomon D Trujillo. . . . . . . . . . . Zygmunt E Switkowski (b) . . . . . . Anthony J Clark (b) . . . . . . . . . . John E Fletcher (b). . . . . . . . . . . Belinda J Hutchinson . . . . . . . . . Catherine B Livingstone . . . . . . . Charles Macek . . . . . . . . . . . . . John W Stocker. . . . . . . . . . . . . Peter Willcox . . . . . . . . . . . . . . John Zeglis . . . . . . . . . . . . . . . Senior executives Bruce Akhurst. . . . . . . . . . . . . . Kate McKenzie . . . . . . . . . . . . . David Moffatt. . . . . . . . . . . . . . Deena Shiff . . . . . . . . . . . . . . . John Stanhope. . . . . . . . . . . . . David Thodey. . . . . . . . . . . . . . Gregory Winn. . . . . . . . . . . . . .	41,445 16,196 - - 57,641 55,775 105,641 - - - 105,641 104,641 - - - - - - 155,810 - - - 155,810 109,010 83,026 - - - 83,026 73,026 52,934 9,870 - - 62,804 61,567 67,107 5,870 - 1,801 74,778 35,866 39,734 6,104 - 10,000 55,838 44,201 44,005 6,571 - (2,000) 48,576 48,576 109,657 7,374 - - 117,031 114,078 10,000 - - - 10,000 10,000 - - - - - -
	709,359 51,985 - 9,801 771,145 656,740
	62,491 - 125,900 (150,532) 37,859 32,979 - - - - - - 3,700 - 147,300 - 151,000 3,100 14,480 - 36,800 (36,800) 14,480 8,800 10,940 - 46,800 - 57,740 3,960 18,262 - 51,000 (56,000) 13,262 800 - - - - - -
	109,873 - 407,800 (243,332) 274,341 49,639
	819,232 51,985 407,800 (233,531) 1,045,486 706,379

Total shareholdings include shares held by the KMP and their related entities. Unless related to our employee share plans, shares acquired or disposed by our KMP during fiscal 2006 were on an arm’s length basis at market price.

(b) During fiscal 2006, certain directors resigned or retired from office. For these KMP, the number of shares represent those held at the date of leaving office.

231

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

32. Key management personnel compensation (continued)

KMP interests in equity instruments of Telstra Entity

The following details the balances and changes in instruments issued for our KMP during fiscal 2007.

Instrument type
director/senior executive

Total held
at 30 June
2006
Granted
during the
year
Exercised
during the
year
Other
changes(a)
Total held
at 30 June
2007
Vested and
exercisable
at 30 June
2007
Vested during
theyear

Number
Number
Number
Number
Number
Number
Number

Performance rights
Solomon D Trujillo. . . . . . . . . . . .
Bruce Akhurst. . . . . . . . . . . . . . .
Kate McKenzie . . . . . . . . . . . . . .
David Moffatt. . . . . . . . . . . . . . .
Deena Shiff . . . . . . . . . . . . . . . .
John Stanhope. . . . . . . . . . . . . .
David Thodey. . . . . . . . . . . . . . .
Options
Solomon D Trujillo. . . . . . . . . . . .
Bruce Akhurst. . . . . . . . . . . . . . .
Kate McKenzie . . . . . . . . . . . . . .
David Moffatt. . . . . . . . . . . . . . .
Deena Shiff . . . . . . . . . . . . . . . .
John Stanhope. . . . . . . . . . . . . .
David Thodey. . . . . . . . . . . . . . .
Incentive shares
Bruce Akhurst. . . . . . . . . . . . . . .
Kate McKenzie . . . . . . . . . . . . . .
David Moffatt. . . . . . . . . . . . . . .
Deena Shiff . . . . . . . . . . . . . . . .
John Stanhope. . . . . . . . . . . . . .
David Thodey. . . . . . . . . . . . . . .
Deferred shares
Bruce Akhurst. . . . . . . . . . . . . . .
David Moffatt. . . . . . . . . . . . . . .
Deena Shiff . . . . . . . . . . . . . . . .
John Stanhope. . . . . . . . . . . . . .
David Thodey. . . . . . . . . . . . . . .
TESOP97
Bruce Akhurst. . . . . . . . . . . . . . .
John Stanhope. . . . . . . . . . . . . .
TESOP99
Bruce Akhurst. . . . . . . . . . . . . . .
Deena Shiff . . . . . . . . . . . . . . . .
John Stanhope. . . . . . . . . . . . . .

836,821
-
-
-
836,821
-
-
494,940
-
-
(68,400)
426,540
-
-
91,576
-
-
-
91,576
-
-
524,650
-
-
(76,100)
448,550
-
-
215,220
-
-
(22,500)
192,720
-
-
372,866
-
-
(49,400)
323,466
-
-
453,268
-
-
(62,600)
390,668
-
-
-
-
-
-
-
-
-
617,000
6,465,518
-
(269,397)
6,813,121
617,000
-
-
1,939,656
-
(80,819)
1,858,837
-
-
740,000
6,543,104
-
(272,629)
7,010,475
740,000
-
178,000
4,655,173
-
(193,966)
4,639,207
178,000
-
241,000
4,551,725
-
(189,655)
4,603,070
241,000
-
534,000
6,000,000
-
(250,000)
6,284,000
534,000
-
120,967
-
(40,322)
7,588
88,233
-
40,322
18,905
-
-
1,393
20,298
6,766
6,766
57,365
-
(19,122)
2,817
41,060
-
19,122
68,188
-
-
5,023
73,211
24,403
24,403
55,482
-
(18,494)
2,724
39,712
-
18,494
47,639
-
(15,880)
2,339
34,098
-
15,880
68,400
-
(68,400)
-
-
-
68,400
76,100
-
(76,100)
-
-
-
76,100
22,500
-
-
-
22,500
22,500
22,500
49,400
-
(49,400)
-
-
-
49,400
121,600
-
(121,600)
-
-
-
62,600
2,500
-
-
-
2,500
-
-
2,500
-
-
-
2,500
-
-
400
-
-
-
400
-
-
400
-
-
-
400
-
-
400
-
-
-
400
-
-

232

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

32. Key management personnel compensation (continued)

KMP interests in equity instruments of Telstra Entity (continued)

The following details the balances and changes in instruments issued for our KMP during fiscal 2006.

Instrument type

Total held
at 30 June
2005
Granted
during the
year
Exercised
during the
year
Other
changes (a)
Total held
at 30 June
2006 (b)
Vested and
exercisable
at 30 June
2006
Vested during
the year

director/senior executive

Number
Number
Number
Number
Number
Number
Number

Performance rights
Solomon D Trujillo. . . . . . . . . . . .
Bruce Akhurst. . . . . . . . . . . . . . .
Kate McKenzie . . . . . . . . . . . . . .
David Moffatt. . . . . . . . . . . . . . .
Deena Shiff . . . . . . . . . . . . . . . .
John Stanhope. . . . . . . . . . . . . .
David Thodey. . . . . . . . . . . . . . .
Restricted shares
Bruce Akhurst. . . . . . . . . . . . . . .
David Moffatt. . . . . . . . . . . . . . .
Deena Shiff . . . . . . . . . . . . . . . .
John Stanhope. . . . . . . . . . . . . .
Options
Bruce Akhurst. . . . . . . . . . . . . . .
David Moffatt. . . . . . . . . . . . . . .
Deena Shiff . . . . . . . . . . . . . . . .
John Stanhope. . . . . . . . . . . . . .
David Thodey. . . . . . . . . . . . . . .
Incentive shares
Bruce Akhurst. . . . . . . . . . . . . . .
Kate McKenzie . . . . . . . . . . . . . .
David Moffatt. . . . . . . . . . . . . . .
Deena Shiff . . . . . . . . . . . . . . . .
John Stanhope. . . . . . . . . . . . . .
David Thodey. . . . . . . . . . . . . . .
Deferred shares
Bruce Akhurst. . . . . . . . . . . . . . .
David Moffatt. . . . . . . . . . . . . . .
Deena Shiff . . . . . . . . . . . . . . . .
John Stanhope. . . . . . . . . . . . . .
David Thodey. . . . . . . . . . . . . . .
TESOP97
Bruce Akhurst. . . . . . . . . . . . . . .
John Stanhope. . . . . . . . . . . . . .
TESOP99
Bruce Akhurst. . . . . . . . . . . . . . .
Deena Shiff . . . . . . . . . . . . . . . .
John Stanhope. . . . . . . . . . . . . .

-
836,821
-
-
836,821
-
-
473,600
147,240
(59,000)
(66,900)
494,940
-
-
36,000
55,576
-
-
91,576
-
-
522,200
149,750
(71,000)
(76,300)
524,650
-
-
151,600
100,420
(17,000)
(19,800)
215,220
-
-
290,000
129,666
(23,000)
(23,800)
372,866
-
-
427,200
136,068
(51,000)
(59,000)
453,268
-
-
39,000
-
-
(39,000)
-
-
-
40,000
-
-
(40,000)
-
-
-
5,000
-
-
(5,000)
-
-
-
14,000
-
-
(14,000)
-
-
-
805,000
-
-
(188,000)
617,000
617,000
-
890,000
-
-
(150,000)
740,000
740,000
-
202,200
-
-
(24,200)
178,000
178,000
-
310,000
-
-
(69,000)
241,000
241,000
-
534,000
-
-
-
534,000
534,000
-
-
109,540
-
11,427
120,967
-
-
-
17,119
-
1,786
18,905
-
-
-
51,946
-
5,419
57,365
-
-
-
61,747
-
6,441
68,188
-
-
-
50,241
-
5,241
55,482
-
-
-
43,139
-
4,500
47,639
-
-
135,300
-
(66,900)
-
68,400
-
66,900
152,400
-
(76,300)
-
76,100
-
76,300
42,300
-
(19,800)
-
22,500
-
19,800
73,200
-
(23,800)
-
49,400
-
23,800
121,600
-
-
-
121,600
59,000
59,000
2,500
-
-
-
2,500
-
-
2,500
-
-
-
2,500
-
-
400
-
-
-
400
-
-
400
-
-
-
400
-
-
400
-
-
-
400
-
-

233

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

32. Key management personnel compensation (continued)

KMP interests in equity instruments of Telstra Entity (continued)

(a) During fiscal 2007, other changes for our performance rights are a result of instruments expiring due to the specified performance hurdles not being achieved.

Other changes for incentive shares relate to additional incentive shares provided to our senior executives. Any dividends paid by the Company prior to the exercise of their incentives shares will increase the number of Telstra shares allocated to the senior executives when the vested incentive shares are exercised.

Equity instruments held by the former chief executive officer

Dr Switkowski ceased employment with the Company effective 1 July 2005. The number of equity instruments held by Dr Switkowski at the date of leaving office were:

	Holding as at 1 July 2005
	Number
Performance rights . . . . . . . . . . . . . . . Restricted shares. . . . . . . . . . . . . . . . . Options . . . . . . . . . . . . . . . . . . . . . . Deferred shares . . . . . . . . . . . . . . . . . TESOP97 . . . . . . . . . . . . . . . . . . . . . . TESOP99 . . . . . . . . . . . . . . . . . . . . . .	1,643,600 96,000 1,810,000 500,700 2,500 400

Upon ceasing employment, the deferred shares allocated to Dr Switkowski vested and became immediately exercisable, and as such were included in fiscal 2006 compensation. In addition, the TESOP97 shares were exercised during fiscal 2006.

Other equity instruments held by Dr Switkowski were not exercised. These equity instruments are subject to performance hurdles and may become exercisable during future reporting periods.

234

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

33. Related party disclosures

Transactions involving our controlled entities

Interests in controlled entities are set out in note 29. Our transactions with our controlled entities recorded in the income statement and balance sheet are as follows:

Interests in controlled entities are set out in note 29. Our transactions with our controlled entities recorded in the income statement and balance sheet are as follows:
	Telstra Group	Telstra Entity
Note	Year ended/As at 30 June 2007 2006 $m $m - - - - - - - - - - - - - -	Year ended/As at 30 June 2007 2006 $m $m
Income from controlled entities: Sale of goods and services (a). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Finance income (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Dividend revenue (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Expenses to controlled entities: Purchase of goods and services (a). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Finance costs (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Total amounts receivable at 30 June from: Current Controlled entities (a) (d) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11 Allowance for amounts owed by controlled entities (c) . . . . . . . . . . . . . . . . . . .11		1,077 1,092 1 3 186 560
		356 399 26 20
		2,344 2,267 (2,022) (1,851)
Non current Controlled entities (a). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11 Movement in allowance for amounts owed by controlled entities: Opening balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Impairment loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Reversal of impairment loss. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Closing balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11 Total amounts payable at 30 June to: Current Controlled entities - payables (a) (d) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .17 Controlled entities - loans (e) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .18	- -	322 416
	- - - - - - - -	129 60
		(1,851) (1,469) (173) (382) 2 -
	- - - - - - - -	(2,022) (1,851)
		221 197 874 1,408
		1,095 1,605

(a) The Telstra Entity sold and purchased goods and services and received and paid interest to its controlled entities. These transactions are in the ordinary course of business and are on normal commercial terms and conditions.

The Telstra Entity and certain Australian controlled entities have entered into a deed of cross guarantee. Under this deed, each company (except Telstra Finance Limited) guarantees the payment in full of the debts of the other named companies in the event of their winding up. Refer to note 29 for further details regarding our closed group.

235

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

33. Related party disclosures (continued)

Transactions involving our controlled entities (continued)

Details of our individual significant transactions involving our controlled entities during fiscal 2007 are detailed as follows:

the Telstra Entity received procurement fees from its controlled entity Sensis Pty Ltd for the use of Yellow Pages® and White Pages® trademarks amounting to $642 million (2006: $647 million). As at 30 June 2007, the Telstra Entity recorded revenue received in advance amounting to $334 million (2006: $332 million) for the use of these trademarks;
the Telstra Entity paid management fees to its controlled entity Sensis Pty Ltd amounting to $261 million (2006: $218 million) for undertaking agency and contract management services for the national directory service; and

During fiscal 2006, we supplied telecommunications services to, and acquired other services from, the Commonwealth of Australia, its Departments of State, trading and other agencies. These transactions were made within normal customer/supplier relationships on terms and conditions no more favourable than those available to other customers or suppliers. There were no exclusive rights to supply any of these services.

During fiscal 2007, services provided to any one governmental department or agency or the combination of all of these services in total, did not represent a significant component of our operating revenues.

the Telstra Entity received income from its controlled entity Telstra Multimedia Pty Ltd amounting to $300 million (2006: $292 million) for access to ducts that store the national hybrid fibre coaxial (HFC) cable network.

(b) The Telstra Entity recorded dividend revenue during fiscal 2007 from Telstra Media Holdings Pty Ltd of $186 million. In 2006 the Telstra Entity recorded dividend revenue from Telstra International Limited of $360 million and Network Design and Construction Limited of $200 million.

(c) The profit before income tax expense of the Telstra Entity included an impairment loss of $173 million (2006: $382 million) relating to a movement in allowance for amounts owed by a controlled entity.

(d) The Telstra Entity and its Australian controlled entities have formed a tax consolidated group, with a tax funding arrangement currently in place. The amounts receivable or amounts payable to the Telstra Entity under this arrangement are due in the next financial year upon final settlement of the current tax payable for the tax consolidated group. Refer to note 9 for further details on tax consolidation.

(e) The Telstra Entity operates a current account with some of its Australian controlled entities, being an internal group bank account used to settle transactions with its controlled entities or between two controlled entities. Cash deposit balances in the current account owed to our controlled entities are recorded as loans. All loan balances with our controlled entities are unsecured, with settlement required in cash. Refer to note 18 for further discussion on our borrowings.

Transactions involving our parent entity

On 24 November 2006, the Commonwealth of Australia sold 4,248,049,190 shares in Telstra Corporation Limited, which represented 34.2% of the total share capital. The Commonwealth's remaining 17.6% interest in Telstra was transferred to the Commonwealth Future Fund in February 2007. As such, the Commonwealth of Australia is no longer the ultimate parent and controlling entity of the Telstra Group. Telstra Corporation Limited is the parent entity in the Telstra Group comprising the Telstra Entity and its controlled entities.

236

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

33. Related party disclosures (continued)

Transactions involving our jointly controlled and associated entities

Our transactions with our jointly controlled and associated entities recorded in the income statement and balance sheet are as follows:

Our transactions with our jointly controlled and associated entities recorded in the income statement and balance sheet are as follows:
	Telstra Group	Telstra Entity
Note	Year ended/As at 30 June 2007 2006 $m $m 168 177 560 510	Year ended/As at 30 June 2007 2006 $m $m
Income from jointly controlled and associated entities: Sale of goods and services (a). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Expenses to jointly controlled and associated entities: Purchase of goods and services (a). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		79 83
		252 245
Total amounts receivable at 30 June from: Current Jointly controlled and associated entities - trade receivables (a) . . . . . . . . . . . . . . Non current Jointly controlled and associated entities - loans (b) . . . . . . . . . . . . . . . . . . . .11 Allowance for amounts owed by jointly controlled and associated entities (b) . . . .11 Movement in allowance for amounts owed by jointly controlled and associated entities: Opening balance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Impairment loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7(a) Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Foreign currency exchange differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Closing balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total amounts payable at 30 June to: Current Jointly controlled and associated entities - payables (a) . . . . . . . . . . . . . . . . . . .	26 32 221 229 (183) (215) 38 14	7 22
		183 210 (183) (210)
		- -
	(215) (210) (1) (2) 6 - 27 (3) (183) (215)	(210) (204) - - - - 27 (6)
		(183) (210)
	32 62	22 59

(a) We sold and purchased goods and services, and received interest from our jointly controlled and associated entities. These transactions were in the ordinary course of business and on normal commercial terms and conditions.

Details of our individual significant transactions involving our jointly controlled and associated entities during fiscal 2007 are detailed as follows:

purchases were made by the Telstra Group of $182 million (2006: $198 million) and Telstra Entity of $162 million (2006: $192 million) from our jointly controlled entity Reach Ltd (Reach) in line with market prices. These were for both the purchase of, and entitlement to, capacity and connectivity services; and
sales to Reach were made for international inbound call termination services, construction and consultancy by the Telstra Group of $73 million (2006: $61 million) and the Telstra Entity of $59 million (2006: $52 million).
we purchased pay television services amounting to $285 million (2006: $250 million) from our jointly controlled entity FOXTEL. The purchases were to enable the resale of FOXTEL† services, including pay television content, to our existing customers as part of our ongoing product bundling initiatives. In addition, we made sales to FOXTEL for our cost recoveries of $76 million (2006: $77 million);

237

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

33. Related party disclosures (continued)

Transactions involving our jointly controlled and associated entities (continued)

(b) Loans provided to jointly controlled and associated entities relates mainly to loans provided to Reach of $183 million (2006: $210 million) and the 3GIS Partnership (3GIS) of $38 million (2006: $14 million).

The loan provided to Reach is an interest free loan and repayable on or after 31 December 2010 upon the giving of six months notice by both PCCW Limited (PCCW) and us. We have provided for the nonrecoverability of the loan as we do not consider that Reach is in a position to be able to repay the loan amount in the medium term.

The loan provided to 3GIS represents interest free funding for operational expenditure purposes. In accordance with the partnership agreement, the loan is repayable on dissolution of the partnership and so is at call.

Transactions involving other related entities

Post-employment benefits

As at 30 June 2007, Telstra Superannuation Scheme (Telstra Super) owned 13,856,060 shares in Telstra Corporation Limited (2006: 12,881,343) at a cost of $46 million (2006: $56 million) and a market value of $54 million (2006: $47 million). 6,296,510 of these shares (2006: nil) related to instalment receipts and were not fully paid at 30 June 2007. In fiscal 2007, we paid dividends to Telstra Super of $4 million (2006: $4 million). We own 100% of the equity of Telstra Super Pty Ltd, the trustee of Telstra Super.

Telstra Super also holds bonds issued by Telstra Corporation Limited. As at 30 June 2007, Telstra Super holds bonds with a cost of $6 million (2006: $9 million) and a market value of $6 million (2006: $9 million).

All purchases and sales of Telstra shares and bonds by Telstra Super are determined by the trustee and/or its investment managers on behalf of the members of Telstra Super.

Key management personnel (KMP)

For details regarding our KMP’s remuneration and interests in Telstra, as well as other related party transactions, refer to note 32.

238

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management

Financial risk factors

We undertake transactions in a range of financial instruments including:

cash assets;

We monitor capital on the basis of the gearing ratio. This ratio is calculated as net debt divided by total capital. Net debt is calculated as total interest bearing financial assets and financial liabilities, (including derivative financial instruments) less cash and cash equivalents. Total capital is calculated as equity as shown in the balance sheet plus net debt.

receivables;
payables;
deposits;
bills of exchange and commercial paper;

During 2007, our strategy was to maintain the net debt gearing ratio within 55 to 75 percent (2006: 55 to 75 per cent), in order to secure access to finance at a reasonable cost.

listed investments and investments in other corporations;
various forms of borrowings, including medium term notes, commercial paper, bank loans and private placements; and

We manage our risks with a view to the outcomes of both our financial results and the underlying economic position.

derivatives.

Our activities result in exposure to a number of financial risks, including market risk (interest rate risk, foreign currency risk), credit risk, operational risk and liquidity risk.

Our overall risk management program seeks to mitigate these risks and reduce volatility on our financial performance. Financial risk management is carried out centrally by our Treasury department, which is part of our Finance and Administration business unit, under policies approved by the Board of Directors. The Board provides written principles for overall risk management, as well as written policies covering specific areas, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non derivative financial instruments, and the investment of excess liquidity.

Section (a) of this note provides a summary of our underlying economic positions as represented by the carrying values, fair values and contractual face values of our financial assets and financial liabilities. Our gearing ratios and net interest on borrowings are also provided.

Section (b) addresses in more detail the key financial risk factors that arise from our activities, including our policies for managing these risks.

Section (c) provides details of our derivative financial instruments and hedges that are used for financial risk management.

We enter into derivative transactions in accordance with Board approved policies to manage our exposure to market risks and volatility of financial outcomes that arise as part of our normal business operations. These derivative instruments create an obligation or right that effectively transfers one or more of the risks associated with an underlying financial instrument, asset or obligation. Derivative instruments that we use to hedge risks such as interest rate and foreign currency movements include:

cross currency swaps;
interest rate swaps; and
forward foreign currency contracts.

We do not speculatively trade in derivative instruments. Our derivative transactions are entered into to hedge the risks relating to underlying physical positions arising from our business activities.

Capital risk management

Our objectives when managing capital are to safeguard the Group's ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, we may adjust the amount of dividends paid to shareholders, return capital to shareholders or issue new shares.

239

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(a) Financial assets, financial liabilities and gearing

The carrying amounts, fair values and face values of our financial assets and financial liabilities are shown in Table A and Table B below:

Table A	Telstra Group	Telstra Group
	As at 30 June 2007	As at 30 June 2006
	Carrying amount Fair value Face value $m $m $m 241 241 241 582 582 584 2,756 2,756 2,917 966 966 966 92 92 92 46 46 46 31 31 31 38 38 38 3 3 3	Carrying amount Fair value Face value $m $m $m
Financial assets - current Cash at bank and on hand * . . . . . . . . . . . . . . . . . . . . Bills of exchange and commercial paper * . . . . . . . . . . . Trade receivables . . . . . . . . . . . . . . . . . . . . . . . . . . Accrued revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . Other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . Finance lease receivable * . . . . . . . . . . . . . . . . . . . . . Bank deposits with maturity greater than 90 days . . . . . Cross currency swap hedge receivable . . . . . . . . . . . . . Forward contract asset * . . . . . . . . . . . . . . . . . . . . . . Financial assets - non current Trade and other receivables . . . . . . . . . . . . . . . . . . . Amounts owed by jointly controlled and associated entities Finance lease receivable . . . . . . . . . . . . . . . . . . . . . Cross currency swap hedge receivable . . . . . . . . . . . . . Interest rate swap asset * . . . . . . . . . . . . . . . . . . . . . Financial liabilities - current Trade and other creditors . . . . . . . . . . . . . . . . . . . . . Accrued interest and other accrued expenses . . . . . . . . . Deferred consideration for capital expenditure . . . . . . . . Promissory notes . . . . . . . . . . . . . . . . . . . . . . . . . . Bank loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Offshore loans * . . . . . . . . . . . . . . . . . . . . . . . . . . . Finance leases * . . . . . . . . . . . . . . . . . . . . . . . . . . . Cross currency swap hedge payable * . . . . . . . . . . . . . . Interest rate swap payable * . . . . . . . . . . . . . . . . . . . Forward contract liability * . . . . . . . . . . . . . . . . . . . . Financial liabilities - non current Other creditors . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deferred consideration for capital expenditure . . . . . . . . Telstra bonds and domestic loans * . . . . . . . . . . . . . . . Offshore loans * . . . . . . . . . . . . . . . . . . . . . . . . . . . Finance leases * . . . . . . . . . . . . . . . . . . . . . . . . . . . Cross currency hedge payable * . . . . . . . . . . . . . . . . . Interest rate swap payable * . . . . . . . . . . . . . . . . . . .		238 238 238 451 451 453 2,561 2,561 2,714 1,027 1,027 1,027 113 113 113 20 20 20 - - - 20 20 16 1 1 2
	4,755 4,755 4,918 62 62 62 38 38 221 90 90 90 25 25 37 224 224 -	4,431 4,431 4,583
		73 73 78 14 14 229 59 59 59 222 222 255 169 169 -
	439 439 410 5,194 5,194 5,328 1,145 1,145 1,145 3,052 3,052 3,052 10 10 10 1,435 1,442 1,456 - - - 1,273 1,275 1,272 35 35 35 165 165 169 3 3 - 9 9 10 7,127 7,136 7,149	537 537 621
		4,968 4,968 5,204
		975 975 975 2,472 2,472 2,472 123 123 123 1,457 1,481 1,490 111 111 111 394 396 392 20 20 20 6 6 6 - - - 6 6 7
		5,564 5,590 5,596
	61 61 61 134 134 293 2,991 2,968 3,024 8,545 8,552 8,699 83 83 83 1,051 1,051 982 277 277 - 13,142 13,126 13,142 20,269 20,262 20,291	70 70 70 127 127 287 2,613 2,658 2,649 8,748 8,940 8,730 81 81 81 612 612 548 156 156 -
		12,407 12,644 12,365
		17,971 18,234 17,961

(*) Included in the calculation of net debt. Refer to Table C.

240

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(a) Financial assets, financial liabilities and gearing (continued)

Table B	Telstra Entity	Telstra Entity
	As at 30 June 2007	As at 30 June 2006
	Carrying amount Fair value Face value	Carrying amount Fair value Face value $m $m $m
	$m $m $m
Financial assets - current Cash at bank and on hand * . . . . . . . . . . . . . . . . . . . . Bills of exchange and commercial paper * . . . . . . . . . . . Trade receivables . . . . . . . . . . . . . . . . . . . . . . . . . . Accrued revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . Amounts owed by controlled entities . . . . . . . . . . . . . Other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . Finance lease receivable * . . . . . . . . . . . . . . . . . . . . . Cross currency swap hedge receivable . . . . . . . . . . . . . Forward contract asset . . . . . . . . . . . . . . . . . . . . . .		87 87 87 387 387 389 1,911 1,911 2,030 971 971 971 416 416 2,267 46 46 46 20 20 20 20 20 16 1 1 2
	94 94 94
	452 452 454
	2,107 2,107 2,233
	912 912 912
	322 322 2,344
	42 42 42
	46 46 46
	38 38 38
	3 3 3
Financial assets - non current Trade and other receivables . . . . . . . . . . . . . . . . . . . Amounts owed by controlled entities . . . . . . . . . . . . . . Amounts owed by jointly controlled and associated entities Finance lease receivable * . . . . . . . . . . . . . . . . . . . . . Cross currency swap hedge receivable . . . . . . . . . . . . . Interest rate swap asset * . . . . . . . . . . . . . . . . . . . . . Financial liabilities - current Trade and other creditors . . . . . . . . . . . . . . . . . . . . . Accrued interest and other accrued expenses . . . . . . . . . Amounts owed to controlled entities . . . . . . . . . . . . . . Loans from wholly owned controlled entities - non interest bearing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Loans from wholly owned controlled entities - interest bearing Promissory notes . . . . . . . . . . . . . . . . . . . . . . . . . . Bank loans * . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Offshore loans * . . . . . . . . . . . . . . . . . . . . . . . . . . . Finance leases * . . . . . . . . . . . . . . . . . . . . . . . . . . . Cross currency swap hedge payable * . . . . . . . . . . . . . . Interest rate swap payable * . . . . . . . . . . . . . . . . . . . Forward contract liability * . . . . . . . . . . . . . . . . . . . . Financial liabilities - non current Other creditors . . . . . . . . . . . . . . . . . . . . . . . . . . . . Telstra bonds and domestic loans . . . . . . . . . . . . . . . Offshore loans * . . . . . . . . . . . . . . . . . . . . . . . . . . . Finance leases * . . . . . . . . . . . . . . . . . . . . . . . . . . . Cross currency hedge payable * . . . . . . . . . . . . . . . . . Interest rate swap payable * . . . . . . . . . . . . . . . . . . .	4,016 4,016 6,166	3,859 3,859 5,828
		67 67 72 60 60 60 - - 210 59 59 59 222 222 255 169 169 -
	54 54 54
	129 129 129
	- - 183
	90 90 90
	25 25 37
	224 224 -
	522 522 493	577 577 656
	4,538 4,538 6,659	4,436 4,436 6,484
		726 726 726 2,142 2,142 2,142 197 197 197 986 986 986 422 422 422 1,457 1,481 1,490 110 110 110 394 396 392 18 18 18 6 6 6 - - - 6 6 7
	928 928 928
	2,708 2,708 2,708
	221 221 221
	494 494 494
	380 380 380
	1,435 1,442 1,456
	- - -
	1,273 1,275 1,272
	34 34 34
	165 165 169
	3 3 -
	9 9 10
	7,650 7,659 7,672	6,464 6,490 6,496
		65 65 65 2,613 2,658 2,649 8,748 8,940 8,730 48 48 48 612 612 548 156 156 -
	58 58 58
	2,991 2,968 3,024
	8,545 8,552 8,699
	54 54 54
	1,051 1,051 982
	277 277 -
	12,976 12,960 12,817	12,242 12,479 12,040
	20,626 20,619 20,489	18,706 18,969 18,536

(*) Included in the calculation of net debt. Refer to Table C.

241

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(a) Financial assets, financial liabilities and gearing (continued)

The carrying amount of offshore loans are denominated in the following currencies:

The gearing ratios were as follows:

Table C	Telstra Group	Telstra Entity
	As at 30 June 2007 2006 $m $m 14,587 13,024 12,580 12,834 27,167 25,858	As at 30 June 2007 2006 $m $m
Net debt . . . . . . . Total equity. . . . . Total capital . . . .		15,245 13,625 12,153 12,117 27,398 25,742
Gearing ratio . . . .	53.7% 50.4%	55.6% 52.9%

The net interest expense was as follows:


Table D Telstra Group		Telstra Entity 2007 2006 $m $m (47) (71) 1,086 990
2007 2006 Note $m $m
Finance income . . . . . 6 (57) (74) Interest on borrowings . 7 1,064 974 Net interest on borrowings . . . . . . . . . 1,007 900
	1,007 900	1,039 919

Table E	Telstra Group	Telstra Entity
	As at 30 June 2007 2006 $m $m 493 245 7,018 6,336 906 1,028 471 487 387 472 181 164 285 326 77 84	As at 30 June 2007 2006 $m $m
Australian dollar. . . . Euro . . . . . . . . . . . United States dollar. . United Kingdom pound Japanese yen. . . . . . New Zealand dollar. . Swiss francs. . . . . . . Singapore dollar. . . .		493 245 7,018 6,336 906 1,028 471 487 387 472 181 164 285 326 77 84
	9,818 9,142	9,818 9,142

(b) Risks and mitigation

The risks associated with our main financial instruments and our policies for minimising these risks are detailed below.

Market risk

The effective yield (effective interest rate) on our net debt at 30 June 2007 was 7.17% (2006: 6.98%) for the Telstra Group and 7.21% (2006: 6.94%) for the Telstra Entity.

Unless there is evidence to suggest otherwise, financial assets and financial liabilities with a short term to maturity are considered to approximate net fair value.

Market risk is the risk that the fair value or future cash flows of our financial instruments will fluctuate because of changes in market prices. Components of market risk to which we are exposed are discussed below.

(i) Interest rate risk

The reported balance of our borrowings and derivative instruments excludes accrued interest which is recorded in current ‘trade and other receivables’ and current ‘trade and other payables’ in the balance sheet.

Offshore loans comprise debt raised overseas. The difference between the fair value and carrying value arises from the mixed measurement bases where only part of the foreign currency borrowing portfolio is carried at fair value with the remaining part at amortised cost. Refer to note 2.14 for further information.

Interest rate risk refers to the risk that the value of a financial instrument or cash flows associated with the instrument will fluctuate due to changes in market interest rates.

Interest rate risk arises from interest bearing financial assets and liabilities that we use. Non derivative interest bearing assets are predominantly short term liquid assets. Our interest rate liability risk arises primarily from long term foreign debt issued at fixed rates which exposes us to fair value interest rate risk. Our borrowings which have a variable interest rate attached give rise to cash flow interest rate risk.

242

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(b) Risks and mitigation (continued)

Market risk (continued)

(i) Interest rate risk (continued)

Our debt is sourced from a number of financial markets covering domestic and offshore, short term and long term funding. The majority of our debt consists of foreign currency denominated borrowings. We manage our debt in accordance with targeted currency, interest rate, liquidity, and debt portfolio maturity profiles. Specifically, we manage interest rate risk on our net debt portfolio by:

controlling the proportion of fixed to variable rate positions in accordance with target levels;
ensuring access to diverse sources of funding;
reducing risks of refinancing by establishing and managing in accordance with target maturity profiles; and
undertaking hedging activities through the use of derivative instruments.

We manage the interest rate exposure on our net debt portfolio by adjusting the ratio of fixed interest debt to variable interest debt to our target rates, as required by our debt management policy. Where the actual interest rate profile on the physical debt profile differs substantially from our desired target, we use derivatives, principally interest rate swaps, to adjust towards the target net debt profile. Under the interest rate swaps we agree with other parties to exchange, at specified intervals (mainly quarterly), the difference between fixed contract rates and floating rate interest amounts calculated by reference to the agreed notional principal amounts.

We hedge interest rate and currency risk on most of our foreign currency borrowings by entering into cross currency principal swaps and interest rate swaps when required, which have the economic effect of converting foreign currency borrowings to Australian dollar borrowings.

The ‘Derivative financial instruments and hedging activities’ contained in section (c) of this note provides further information.

243

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(b) Risks and mitigation (continued)

Market risk (continued)

(i) Interest rate risk (continued)

The exposure to interest rate changes and the contractual repricing timeframes on our floating rate financial instruments, which do not have offsetting risk positions, are shown in Table F below. Floating rate derivative instruments which do not have offsetting risk positions comprise cross currency swaps used to hedge our net foreign investments, floating Australian dollar (AUD) payable legs on our cross currency and interest rate swaps used to hedge our borrowings. The amounts presented in Table F represent the notional / principal amounts on which interest is calculated.

Table F	Contractual repricing dates Notional / Principal amounts 6 months or less Telstra Group Telstra Entity As at 30 June As at 30 June 2007 2006 2007 2006 $m $m $m $m 188 181 40 32 582 451 452 387 53 - 53 -	Contractual repricing dates Notional / Principal amounts 6 months or less Telstra Group Telstra Entity As at 30 June As at 30 June 2007 2006 2007 2006 $m $m $m $m 188 181 40 32 582 451 452 387 53 - 53 -	Contractual repricing dates Notional / Principal amounts within 6 to 12 months	Contractual repricing dates Notional / Principal amounts within 6 to 12 months
	Telstra Group As at 30 June 2007 2006 $m $m 188 181 582 451 53 -		Telstra Group As at 30 June 2007 2006 $m $m - - - - - -	Telstra Entity
				As at 30 June 2007 2006 $m $m
Floating rate instruments Financial assets Cash at bank . . . . . . Promissory notes . . . Cross currency swaps . Financial liabilities Promissory notes . . . Interest rate swaps . . Cross currency swaps . Bank loans . . . . . . .				- - - - - -
	1,435 1,457 310 450 4,552 4,735 - 111	1,435 1,457 310 450 4,552 4,735 - 110	- - 610 - - - - -	- - 610 - - - - -

244

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(b) Risks and mitigation (continued)

Market risk (continued)

Accordingly, apart from some finance leases, bank deposits and foreign borrowings / cross currency swaps used to hedge our net foreign investments, only the Australian interest rate positions are included in the table below.

(i) Interest rate risk (continued)

Interest rates on our fixed and floating rate financial instruments which do not have offsetting risk positions are shown in Table G and Table H below. Foreign interest rate positions on our foreign cross currency and foreign interest rate swaps and on the majority of our foreign borrowings are fully offset, resulting in a nil net foreign interest position.

Table G	Telstra	Telstra	Group	Group
	As at 30 June 2007 Interest rate range		As at 30 June 2006
				Interest rate range
	Average (a)	From To % %	Average (a) %	From To % %
	%
Australian dollar interest rates Fixed rate instruments Financial assets Finance lease receivable . . . . . . . . . . 8.12 Financial liabilities Interest rate swaps . . . . . . . . . . . . . 6.33 Cross currency swaps . . . . . . . . . . . . 6.69 Telstra bonds and domestic loans . . . . 7.21 Finance lease liabilities. . . . . . . . . . . 8.28 Deferred cash settlements. . . . . . . . . 12.00 Floating rate instruments Financial assets Cash and cash equivalents (c). . . . . . . 6.22 Cross currency swaps . . . . . . . . . . . . 6.36 Financial liabilities Promissory notes . . . . . . . . . . . . . . 6.48 Interest rate swaps . . . . . . . . . . . . . 6.95 Cross currency swaps . . . . . . . . . . . . 7.27 Bank loans . . . . . . . . . . . . . . . . . . - Foreign currency interest rates Fixed rate instruments Financial liabilities Finance lease liabilities. . . . . . . . . . . 11.25 Bank deposits greater than 90 days . . . 2.40 Offshore loans (b) . . . . . . . . . . . . . . 7.11 Floating rate instruments Financial liabilities Promissory notes (b) . . . . . . . . . . . . 6.00 Cross currency swaps - Hong Kong dollar (b) 4.51 Financial assets Cash at bank and cash equivalents (c) . 4.74		4.34 11.43 5.60 7.01 6.25 7.05 6.48 12.60 4.34 11.43 12.00 12.00 4.75 6.37 6.36 6.36 6.43 6.51 6.24 7.66 6.44 7.90 - - 11.25 11.25 1.62 2.52 7.03 7.19 4.15 8.49 4.50 4.51 0.20 8.00	8.12 6.47 6.69 7.21 7.43 12.40 5.76 5.89 5.68 6.21 6.67 5.82 10.50 - 7.11 7.48 4.61 4.60	4.34 11.43 5.60 7.66 6.25 7.05 6.48 12.60 7.56 8.50 12.00 12.90 5.12 5.93 5.89 5.89 5.65 5.73 5.34 7.71 5.88 7.49 5.80 5.85 10.50 10.50 - - 7.03 7.19 7.44 7.54 4.60 4.62 0.16 7.25


	8.12

	6.33
	6.69
	7.21
	8.28
	12.00


	6.22
	6.36

	6.48
	6.95
	7.27
	-



	11.25
	2.40
	7.11


	6.00

(a) The average rate is calculated as the weighted average (based on principal/notional value) effective interest rate.

(c) Rate on cash at bank balances represents average rate earned on net positive cash balances after taking into account bank set-off arrangements.

(b) Used to hedged our net foreign investments.

245

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(b) Risks and mitigation (continued)

Market risk (continued)

(i) Interest rate risk (continued)

Table H	Telstra Entity	Telstra Entity	Telstra Entity
		As at 30 June 2006
		Average (a) %	Interest rate range
	Average (a)		From To % %
	%
Australian dollar interest rates Fixed rate instruments Financial assets Finance lease receivable . . . . . . . . . . 8.12 Financial liabilities Interest rate swaps . . . . . . . . . . . . . 6.33 Cross currency swaps . . . . . . . . . . . . 6.69 Telstra bonds and domestic loans . . . . 7.21 Finance lease liabilities. . . . . . . . . . . 8.28 Floating rate instruments Financial assets Cash and cash equivalents (c). . . . . . . 6.30 Cross currency swaps . . . . . . . . . . . . 6.36 Financial liabilities Loans from wholly owned controlled entities - interest bearing . . . . . . . . . 6.09 Promissory notes . . . . . . . . . . . . . . 6.48 Interest rate swaps . . . . . . . . . . . . . 6.95 Cross currency swaps . . . . . . . . . . . . 7.27 Bank loans . . . . . . . . . . . . . . . . . . - Foreign currency interest rates Fixed rate instruments Financial liabilities Offshore loans (b) . . . . . . . . . . . . . . 7.11 Floating rate instruments Financial liabilities Loans from wholly owned controlled entities - interest bearing . . . . . . . . . 6.28 Promissory notes (b) . . . . . . . . . . . . 6.00 Cross currency swaps - Hong Kong dollar (b) 4.51		8.12 6.47 6.69 7.21 7.56 5.81 5.89 5.52 5.68 6.21 6.67 5.82 7.11 5.46 7.48 4.61	4.34 11.43 5.60 7.66 6.25 7.05 6.48 12.60 7.56 7.56 5.12 5.93 5.89 5.89 5.45 5.80 5.65 5.73 5.34 7.71 5.88 7.49 5.80 5.85 7.03 7.19 3.28 7.20 7.44 7.54 4.60 4.62


	8.12

	6.33
	6.69
	7.21
	8.28


	6.30
	6.36

	6.09
	6.48
	6.95
	7.27
	-



	7.11


	6.28
	6.00

(a) The average rate is calculated as the weighted average (based on principal/notional value) effective interest rate.

(b) Used to hedge our net foreign investments.

(c) Rate on cash at bank balances represents average rate earned on net positive cash balances after taking into account bank set-off arrangements.

246

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(b) Risks and mitigation (continued)

Market risk (continued)

(i) Interest rate risk (continued)

It should be noted that the results reflect the net impact on a hedged basis which will be primarily reflecting the Australian dollar floating or Australian dollar fixed position from the cross currency and interest rate swap hedges and therefore it is the movement in the Australian dollar interest rates which is the important assumption in this sensitivity analysis.

Sensitivity analysis

Table I and Table J show the effect on profit and equity after tax if interest rates at that date had been 10 per cent higher or lower with all other variables held constant, taking into account all underlying exposures and related hedges. Concurrent movements in interest rates and parallel shifts in the yield curves are assumed.

Also included in Table I and Table J is the effect on finance costs on our floating rate instruments if interest rates had been 10 per cent higher or lower during the year.

Based on the sensitivity analysis, if interest rates were 10% higher, finance costs would be impacted by two factors, the impact on interest expense being incurred on our net floating rate Australian dollar positions during the year and the ineffectiveness resulting from the change in fair value of both our derivatives and borrowings which are designated in a fair value hedge. These two factors partially offset each other as the ineffective component results in a gain and the increase in finance costs results in an increase in expense.

A sensitivity of 10 per cent has been selected as this is considered reasonable given the current level of both short term and long term Australian dollar interest rates. A 10 per cent sensitivity would move short term interest rates at 30 June 2007 from around 6.25% to 6.875% representing a 62.5 basis points shift. This would represent two to three rate increases which is reasonably possible in the current environment with the bias coming from the Reserve Bank of Australia and confirmed by market expectations that interest rates in Australia are more likely to move up than down in the coming period.

Table I		Telstra Group
		Net profit As at 30 June 2007 2006 $m $m (20) (8) 20 8	Equity (Cash flow hedging reserve)
			As at 30 June 2007 2006 $m $m
			71 29 (76) (29)

Table J		Telstra Entity
		Net profit As at 30 June 2007 2006 $m $m (20) (8) 20 8	Equity (Cash flow hedging reserve)
			As at 30 June 2007 2006 $m $m
			71 29 (76) (29)

247

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(b) Risks and mitigation (continued)

Market risk (continued)

(ii) Foreign currency risk

Foreign currency risk refers to the risk that the value of a financial commitment, recognised asset or liability will fluctuate due to changes in foreign currency rates. Our foreign currency exchange risk arises primarily from:

borrowings denominated in foreign currencies;
firm commitments or highly probable forecast transactions for receipts and payments settled in foreign currencies or with prices dependent on foreign currencies; and
net investments in foreign operations.

We are exposed to foreign exchange risk from various currency exposures, primarily with respect to:

Foreign currency risk also arises on translation of the net assets of our non Australian controlled entities which have a different functional currency. The foreign currency gains or losses arising from this risk are recorded through the foreign currency translation reserve. We manage this translation foreign exchange risk with forward foreign currency contracts, cross currency swaps and/or borrowings denominated in the currency of the entity concerned.

Where a subsidiary hedges foreign exchange transactions it designates hedging instruments with the Treasury department as fair value hedges or cash flow hedges as appropriate. External foreign exchange contracts are designated at the group level as hedges of foreign exchange risk on specific assets, liabilities or future transactions.

Also refer to section (c) ‘Derivative financial instruments and hedging activities’ contained in this note.

Sensitivity analysis

United States dollars;
British pounds sterling;
New Zealand dollars;
Euro;
Swiss francs;

The following Table K shows the effect on profit and equity after tax as at 30 June from a 10 percent adverse/favourable movement in exchange rates at that date on a total portfolio basis with all other variables held constant, taking into account all underlying exposures and related hedges.

Hong Kong dollars;
Chinese renminbi;
Japanese yen;
Swedish krona; and
Singapore dollar.

Our economic foreign currency risk is assessed for each individual currency and for each hedge type, calculated by aggregating the net exposure for that currency for that hedge type.

We minimise our exposure to foreign currency risk by initially seeking contracts effectively denominated in Australian dollars where possible and economically favourable to do so. Where this is not possible we manage our exposure as follows.

Foreign exchange risk that arises from firm commitments or highly probable transactions are managed principally through the use of forward foreign currency derivatives. We hedge a proportion of these transactions (such as international telecommunications traffic transactions and asset purchases settled in foreign currencies) in each currency in accordance with our risk management policy.

Cash flow foreign currency risk arises primarily from foreign currency overseas borrowings. We hedge this risk on the major part of our foreign currency denominated borrowings by effectively converting them to Australian dollar borrowings by entering into cross currency swaps at inception to maturity. A relatively small proportion of our foreign currency borrowings are not swapped into Australian dollars where they are used as hedges for foreign exchange exposure such as translation foreign exchange risk from our offshore business investments.

Adverse versus favourable movements are determined relative to the underlying exposure. An adverse movement in exchange rates implies an increase in our foreign currency risk exposure and a worsening of our financial position. A favourable movement in exchange rates implies a reduction in our foreign currency risk exposure and an improvement of our financial position.

A sensitivity of 10 per cent has been selected as this is considered reasonable given the current level of exchange rates and the volatility observed both on an historical basis and market expectations for future movement. Comparing the Australian dollar exchange rate against the United States dollar, the year end rate of 0.84885 would generate a 10 per cent adverse position of 0.93374 and a favourable position of 0.77168. This range is considered reasonable given the historic ranges that have been observed, for example over the last five years, the Australian dollar exchange rate against the US dollar has traded in the range 0.8522 to 0.5263.

Our foreign currency risk exposure from recognised assets and liabilities arises primarily from our long term borrowings denominated in foreign currencies. There is no significant impact on profit from foreign currency movements associated with these borrowings as they are effectively hedged.

The net gain in the cash flow hedge reserve reflects the result of exchange rate movements on the derivatives held in our cash flow hedges which will be released to the income statement in the future as the underlying hedged items affect profit.

248

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(b) Risks and mitigation (continued)

Market risk (continued)

Sensitivity analysis (continued)

For the Telstra Group, our foreign currency translation risk associated with our foreign investments results in some volatility to the foreign currency translation reserve. The impact on the foreign currency translation reserve relates to translation of the net assets of our foreign controlled entities including the impact of hedging. We hedge our net investments in TelstraClear Limited and Hong Kong CSL Limited in New Zealand dollars and Hong Kong dollars respectively, where the amount hedged is in the range of 40% to 50%. The net loss of $235 million (2006: $211 million) in the foreign currency translation reserve takes into account the related hedges and represents the impact of the unhedged portion. For the Telstra Entity there is a gain of $75 million (2006: $78 million) resulting from the hedging instruments used to hedge our net foreign investments. This amount is transferred to the foreign currency translation reserve in the Telstra Group and hence there is no impact on profit for the Telstra Group.

Table K Telstra Group Equity (foreign currency translation reserve) Equity (cash flow hedging reserve) As at 30 June As at 30 June 2007 2006 2007 2006 $m $m $m $m If there was a 10% adverse movement in exchange rates with all other variables held constant - increase/(decrease) . . . . . . . . . (235) (211) 38 43 If there was a 10% favourable movement in exchange rates with all other variables held constant - increase/(decrease) . . . . . . . . . 288 211 (32) (43)	Telstra Entity	Telstra Entity
Equity (foreign currency translation reserve) As at 30 June 2007 2006 $m $m If there was a 10% adverse movement in exchange rates with all other variables held constant - increase/(decrease) . . . . . . . . . (235) (211) If there was a 10% favourable movement in exchange rates with all other variables held constant - increase/(decrease) . . . . . . . . . 288 211	Net profit As at 30 June 2007 2006 $m $m 75 78 (92) (78)	Equity (cash flow hedging reserve) As at 30 June 2007 2006 $m $m
		38 41 (32) (41)

Credit risk

Credit risk is the risk that a contracting entity will not complete its obligations under a financial instrument and cause us to make a financial loss. We have exposure to credit risk on all financial assets included in our balance sheet. To help manage this risk:

we have a policy for establishing credit limits for the entities we deal with;

The Telstra Group and the Telstra Entity are also exposed to credit risk arising from our transactions in money market instruments, forward foreign currency contracts, cross currency and interest rate swaps. For credit purposes, there is only a credit risk where the contracting entity is liable to pay us in the event of a closeout. We have policies that limit the amount of credit exposure to any financial institution. Derivative counterparties and cash transactions are limited to financial institutions that meet minimum credit rating criteria in accordance with our policy requirements.

we may require collateral where appropriate; and
we manage exposure to individual entities we either transact with or enter into derivative contracts with (through a system of credit limits).

Trade and other receivables consist of a large number of customers, spread across the consumer, business, enterprise, government and international sectors. We do not have any significant credit risk exposure to a single customer or groups of customers. Ongoing credit evaluation is performed on the financial condition of our customers and, where appropriate, a allowance for doubtful debtors is raised. For further details regarding our trade and other receivables refer to note 11.

249

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(b) Risks and mitigation (continued)

Credit risk (continued)

One of the methods that we use to manage the risk relating to these instruments is to monitor our exposure by country of financial institution. When reviewing concentrations of risk, we adjust for the period to maturity of relevant instruments in our portfolio to accurately consider our exposure at a point in time. On this basis, our credit risk exposure on money market instruments, forward foreign currency contracts, cross currency and interest rate swaps outstanding at balance date (which includes a time based volatility allowance (VAR)) by country of financial institution is included in Table L and Table M below.

Our maximum exposure to credit risk is based on the recorded amounts of our financial assets, net of any applicable provisions for loss, as shown in Table A and Table B. Where entities have a right of set-off and intend to settle on a net basis under master netting arrangements, this set-off has been recognised in the financial statements on a net basis. We may also be subject to credit risk for transactions which are not included in the balance sheet, such as when we provide a guarantee for another party. Details of our contingent liabilities are disclosed in note 27.

Liquidity risk

Liquidity risk includes the risk that, as a result of our operational liquidity requirements:

Table L	Telstra Group	Telstra Group
	Credit risk concentrations (VAR based)
	As at 30 June 2007	As at 30 June 2006 % $m
	% $m
Australia. . . . . . . . . . . United States . . . . . . . . Japan . . . . . . . . . . . . Europe . . . . . . . . . . . . United Kingdom . . . . . . Canada. . . . . . . . . . . . Switzerland. . . . . . . . . Hong Kong . . . . . . . . . New Zealand . . . . . . . .		35.5 2,086 31.9 1,876 3.8 223 13.7 807 4.3 254 2.3 133 6.9 409 1.1 67 0.5 28
	36.1 2,239
	23.1 1,432
	2.6 160
	19.9 1,231
	7.9 487
	1.7 106
	5.3 328
	2.9 181
	0.5 30
	100.0 6,194	100.0 5,883

we will not have sufficient funds to settle a transaction on the due date;
we will be forced to sell financial assets at a value which is less than what they are worth; or
we may be unable to settle or recover a financial asset at all.

To help reduce these risks we:

have a liquidity policy which targets a minimum and average level of cash and cash equivalents to be maintained;
have readily accessible standby facilities and other funding arrangements in place;
generally use instruments that are tradeable in highly liquid markets; and
have a liquidity portfolio structure that requires surplus funds to be invested within various bands of liquid instruments ranging from ultra liquid, highly liquid and liquid instruments.

Table M	Telstra Entity	Telstra Entity
	Credit risk concentrations (VAR based)
	As at 30 June 2007	As at 30 June 2006 % $m
	% $m
Australia. . . . . . . . . . . United States . . . . . . . . Japan . . . . . . . . . . . . Europe . . . . . . . . . . . . United Kingdom . . . . . . Canada. . . . . . . . . . . . Switzerland. . . . . . . . . New Zealand . . . . . . . .		35.5 2,017 32.7 1,860 3.9 223 14.2 807 4.0 229 2.3 133 7.2 409 0.2 9
	36.9 2,181
	24.1 1,421
	2.7 159
	20.9 1,231
	8.0 470
	1.8 106
	5.6 328
	- -
	100.0 5,896	100.0 5,687

250

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(b) Risks and mitigation (continued)

Liquidity risk (continued)

The contractual maturity of our fixed and floating rate financial liabilities and derivatives are shown in Table N and Table O below. The amounts presented represent the future undiscounted principal and interest cash flows and therefore do not equate to the values shown in Table A and Table B.

Table N	Telstra Group	Telstra Group
	As at 30 June 2007	As at 30 June 2006
	Contractual maturity (nominal cash flows)	Contractual maturity (nominal cash flows)
	Less than 1 year 1 to 2 years 2 to 5 years over 5 years	Less than 1 year 1 to 2 years 2 to 5 years over 5 years $m $m $m $m
	$m $m $m $m
Derivative financial assets and liabilities Derivative financial liabilities Interest rate swaps - pay fixed (i). . . . . . . - - - (1) Interest rate swaps - pay variable (i). . . . . (38) (41) (90) (59) Cross currency swaps - foreign leg (variable) (ii) . . . . . . . . . . . . . . . . . . . . . . . . . . (324) (340) - - Cross currency swaps - AUD leg (fixed) (ii) . (18) (18) (159) (193) Cross currency swaps - AUD leg (variable) (ii) . . . . . . . . . . . . . . . . . . . (1,947) (812) (6,061) (5,676) Forward foreign currency contracts (ii) . . . (910) - - - Derivative financial assets Interest rate swaps - receive fixed (i). . . . . 17 9 14 38 Interest rate swaps - receive variable (i). . . 17 34 99 9 Cross currency swaps - foreign leg (fixed) (ii) 16 83 97 443 Cross currency swaps - foreign leg (variable) (ii) . . . . . . . . . . . . . . . . . . . . . . . . . . 1,483 429 4,889 4,655 Cross currency swaps - AUD leg (variable) (ii) 373 359 - - Forward foreign currency contracts (ii) . . . 902 - - - Non derivative financial liabilities Telstra bonds and domestic loans . . . . . . (191) (674) (900) (2,028) Bank loans . . . . . . . . . . . . . . . . . . . . - - - - Offshore loans . . . . . . . . . . . . . . . . . . (1,792) (531) (5,400) (5,550) Finance leases . . . . . . . . . . . . . . . . . . (44) (32) (44) (47) Promissory notes . . . . . . . . . . . . . . . . (1,456) - - - Deferred consideration for capital expenditure (10) (12) (48) (233) Non derivative financial assets Bank deposits with maturity greater than 90 days . . . . . . . . . . . . . . . . . . . . . . . . 31 - - - Bills of exchange and commercial paper . . 584 - - -		(17) (13) (16) (17) (4) (19) (56) (27) (364) (176) - - (18) (18) (54) (316) (972) (1,786) (4,930) (4,602) (779) - - - 61 39 97 56 1 2 7 - 68 1,087 172 569 712 435 4,407 3,766 362 173 - - 773 - - - (184) (184) (1,428) (2,014) (111) - - - (866) (1,813) (4,656) (4,553) (13) (12) (23) (52) (1,490) - - - (123) (11) (45) (231) - - - - 453 - - -

	- - - (1)
	(38) (41) (90) (59)
	(324) (340) - -
	(18) (18) (159) (193)
	(1,947) (812) (6,061) (5,676)
	(910) - - -

	17 9 14 38
	17 34 99 9
	16 83 97 443
	1,483 429 4,889 4,655
	373 359 - -
	902 - - -

	(191) (674) (900) (2,028)
	- - - -
	(1,792) (531) (5,400) (5,550)
	(44) (32) (44) (47)
	(1,456) - - -

(i) Net amounts for interest rate swaps for which net cash flows are exchanged.

(ii) Contractual amounts to be exchanged representing gross cash flows to be exchanged.

(iv) Also affecting liquidity are cash at bank and non interest bearing receivables and payables. Liquidity risk associated with these financial instruments is represented by the carrying amounts as shown in Table A.

(iii) For floating rate instruments, the amount disclosed is determined by reference to the interest rate at the last re-pricing date.

251

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(b) Risks and mitigation (continued)

Liquidity risk (continued)

Table O	Telstra	Entity
	As at 30 June 2007 Contractual maturity (nominal cash flows) Less than 1 year 1 to 2 years 2 to 5 years over 5 years $m $m $m $m - - - (1) (38) (41) (90) (59) (324) (340) - - (18) (18) (159) (193) (1,947) (812) (6,061) (5,676) (910) - - - 17 9 14 38 17 34 99 9 16 83 97 443 1,483 429 4,889 4,655 373 359 - - 902 - - - (191) (674) (900) (2,028) - - - - (1,792) (531) (5,400) (5,550) (40) (28) (30) - (1,456) - - - 454 - - -	As at 30 June 2006
		Contractual maturity (nominal cash flows)
		Less than 1 year 1 to 2 years 2 to 5 years over 5 years $m $m $m $m
Derivative financial assets and liabilities Derivative financial liabilities Interest rate swaps - pay fixed (i). . . . . . Interest rate swaps - pay variable (i). . . . Cross currency swaps - foreign leg (variable) (ii) . . . . . . . . . . . . . . . . . . Cross currency swaps - AUD leg (fixed) (ii) Cross currency swaps - AUD leg (variable) (ii) . . . . . . . . . . . . . . . . . . Forward foreign currency contracts (ii) . . Derivative financial assets Interest rate swaps - receive fixed (i). . . . Interest rate swaps - receive variable (i). . Cross currency swaps - foreign leg (fixed) (ii) . . . . . . . . . . . . . . . . . . . . . . . . . Cross currency swaps - foreign leg (variable) (ii) . . . . . . . . . . . . . . . . . . Cross currency swaps - AUD leg (variable) (ii) . . . . . . . . . . . . . . . . . . . . . . . . . Forward foreign currency contracts (ii) . . Non derivative financial liabilities Telstra bonds and domestic loans . . . . . Bank loans . . . . . . . . . . . . . . . . . . . Offshore loans . . . . . . . . . . . . . . . . . Finance leases . . . . . . . . . . . . . . . . . Promissory notes . . . . . . . . . . . . . . . Non derivative financial assets Bills of exchange and commercial paper .		(17) (13) (16) (17) (4) (19) (56) (27) (364) (176) - - (18) (18) (54) (316) (972) (1,786) (4,930) (4,602) (779) - - - 61 39 97 56 1 2 7 - 68 1,087 172 569 712 435 4,407 3,766 362 173 - - 773 - - - (184) (184) (1,428) (2,014) (110) - - - (866) (1,813) (4,656) (4,553) (7) (6) (10) - (1,490) - - - 389 - - -

(i) Net amounts for interest rate swaps for which net cash flows are exchanged.

(ii) Contractual amounts to be exchanged representing gross cash flows to be exchanged.

(iii) For floating rate instruments, the amount disclosed is determined by reference to the interest rate at the last re-pricing date.

(iv) Also affecting liquidity are cash at bank, non interest bearing receivables, payables and loans from controlled entities with no contractual maturity. Liquidity risk associated with these financial instruments is represented by the carrying amounts as shown in Table B.

252

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(c) Derivative financial instruments and hedging activities

We hold a number of different financial instruments to hedge risks relating to underlying transactions. Our major exposure to interest rate risk and foreign currency risk arises from our long term borrowings. Details of our hedging activities are provided below.

We designate certain derivatives as either:

The effectiveness of the hedging relationship is tested prospectively and retrospectively by means of statistical methods using a regression analysis. Regression analysis is used to analyse the relationship between the derivative instruments (the dependent variable) and the underlying borrowings (the independent variable). The primary objective is to determine if changes to the hedged item and derivative are highly correlated and, thus, supportive of the assertion that there will be a high degree of offset in fair values achieved by the hedge.

hedges of the fair value of recognised liabilities (fair value hedges);
hedges of foreign currency risk associated with recognised liabilities or highly probable forecast transactions (cash flow hedges); or
hedges of a net investment in a foreign operation.

Refer to Table Q and Table R for the value of our derivatives designated as fair value hedges.

Cash flow hedges

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured at their fair value.

Cash flow hedges are used to hedge exposures relating to our borrowings and our ongoing business activities, where we have highly probable purchase or settlement commitments in foreign currencies.

The terms and conditions in relation to our derivative instruments are similar to the terms and conditions of the underlying hedged items. During fiscal 2006 we discontinued hedge accounting for our British pound borrowing in a fair value hedge. There was no material impact on our income statement during the current or prior year. All other hedging relationships were effective at the reporting date.

For further details reference should be made to note 2.22.

During the year, we entered into cross currency and interest rate swaps as cash flow hedges of future payments denominated in foreign currency resulting from our long term overseas borrowings. The hedged items designated were a portion of the outflows associated with these foreign denominated borrowings. The objective of this hedging is to hedge foreign currency risks arising from spot rate changes and thereby mitigate the risk of payment fluctuations as a result of exchange rate movements.

Fair value hedges

During the period we held cross currency principal and interest rate swaps to mitigate our exposure to changes in the fair value of foreign denominated debt from fluctuations in foreign currency and interest rates. The hedged items designated were a portion of our foreign currency denominated borrowings. The changes in the fair values of the hedged items resulting from movements in exchange rates and interest rates are offset against the changes in the value of the cross currency and interest rate swaps. The objective of this hedging is to convert foreign currency borrowings to floating Australian dollar borrowings.

Gains or losses from remeasuring the fair value of the hedge instruments are recognised within ‘finance costs’ in the income statement, together with gains and losses in relation to the hedged item where those gains or losses relate to the hedged risks. This net result largely represents ineffectiveness attributable to movements in Telstra’s borrowing margins. For the Telstra Group and the Telstra Entity the remeasurement of the hedged items resulted in a gain before tax of $436 million (2006: loss of $3 million) and the changes in the fair value of the hedging instruments resulted in a loss before tax of $444 million (2006: gain of $29 million) resulting in a net loss before tax of $9 million (2006: gain of $26 million) recorded in ‘finance costs’.

We also entered into forward foreign currency contracts as cash flow hedges to hedge forecast transactions denominated in foreign currency which hedge foreign currency risk arising from spot rate changes. The hedged items comprised highly probable forecast foreign currency payments for operating and capital items.

The effectiveness of the hedging relationship relating to our borrowings is calculated prospectively and retrospectively by means of statistical methods using a regression analysis. The actual derivative instruments in a cash flow hedge are regressed against the hypothetical derivative. The primary objective is to determine if changes to the hedged item and derivative are highly correlated and, thus, supportive of the assertion that there will be a high degree of offset in cash flows achieved by the hedge.

The effectiveness of our hedges relating to highly probable transactions is assessed prospectively based on matching of critical terms. As both the nominal volumes and currencies of the hedged item and the hedging instrument are identical, a highly effective hedging relationship is expected. An effectiveness test is carried out retrospectively using the cumulative dollar-offset method. For this, the changes in the fair values of the hedging instrument and the hedged item attributable to exchange rate changes are calculated and a ratio is created. If this ratio is between 80 and 125 per cent, the hedge is effective.

253

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(c) Derivative financial instruments and hedging activities (continued)

The following table shows the maturities of the payments, that is when the cash flows are expected to occur.

Cash flow hedges (continued)

The effective portion of gains or losses on remeasuring the fair value of the hedge instrument are recognised directly in equity in the cash flow hedging reserve until such time as the hedged item affects profit or loss, then the gains or losses are transferred to the income statement. In our hedge of forecast transactions, when the forecast transaction that is hedged results in the recognition of a non financial asset (for example, fixed assets), the gains and losses previously deferred in equity are transferred from equity and included in the measurement of the initial cost or carrying amount of the asset. Gains or losses on any portion of the hedge determined to be ineffective are recognised immediately in the income statement within other expenses or other revenue. During the year there was no material ineffectiveness attributable to our cash flow hedges.

If a forecast transaction is no longer expected to occur, the cumulative gains or losses on the hedging instrument that were deferred in equity are transferred immediately to the income statement. During the year we did not discontinue hedge accounting for forecast transactions no longer expected to occur.

During 2007, net losses after tax of $386 million for the Telstra Group (2006: after tax gain of $229 million) and $386 million for the Telstra Entity (2006: after tax gain of $229 million) resulting from the change in the fair value of derivatives were taken directly to equity in the cash flow hedge reserve. These changes constitute the effective portion of the hedging relationship. Net losses after tax of $409 million for the Telstra Group (2006: after tax gain of $294 million) and $406 million for the Telstra Entity (2006: after tax gain of $295 million) recognised in the cash flow hedging reserve were transferred to the income statement or to property, plant and equipment during the year.

Refer to Table Q, Table R and Table S for the value of our derivatives designated as cash flow hedges.

Table P	Nominal cash outflows	Nominal cash outflows
	Telstra Group	Telstra Entity
	As at 30 June 2007 2006 $m $m	As at 30 June 2007 2006 $m $m
Highly probable forecast purchases (i) - less than one year . . Borrowings (ii) - less than one year . . . - one to five years . . . . - greater than five years	- (757) (881) (431) (3,101) (2,924) (3,623) (1,978) (7,605) (5,333)	- (734)
		(881) (431) (3,101) (2,924) (3,623) (1,978)
		(7,605) (5,333)

(i) These amounts will affect our income statement in the same period as the cash flows are expected to occur except for purchases of fixed assets in which case the gains and losses on the associated hedging instruments are included in the measurement of the initial cost of the asset. The hedged asset purchases affect profit as the assets are depreciated over their useful lives. As at 30 June 2007 all our hedges of forecast purchases had matured or were closed out.

(ii) The impact on our income statement from foreign currency translation movements associated with these hedged borrowings is expected to be nil as these borrowings are effectively hedged.

Hedges of net investments in foreign operations

We have exposure to foreign currency risk as a result of our investments in offshore activities, including our investments in TelstraClear Limited and Hong Kong CSL Limited (CSL). This risk is created by the translation of the net assets of these entities from their functional currency to Australian dollars. We hedge our investments in foreign operations to mitigate exposure to this risk using forward foreign currency contracts, cross currency swaps and/or borrowings in the relevant currency of the investment.

The effectiveness of the hedging relationship is tested using prospective and retrospective effectiveness tests. In a retrospective effectiveness test, the changes in the fair value of the hedging instruments and the change in the value of the hedged net investment from spot rate changes are calculated and a ratio is created. If this ratio is between 80 and 125 per cent, the hedge is effective. The prospective effectiveness test is performed based on matching of critical terms. As both the nominal volumes and currencies of the hedged item and the hedging instrument are identical, a highly effective hedging relationship is expected.

254

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(c) Derivative financial instruments and hedging activities (continued)

Hedges of net investments in foreign operations (continued)

Gains or losses on remeasurement of our derivative instruments designated as hedges of foreign investments are recognised in the foreign currency translation reserve in equity to the extent they are effective. The cumulative amount of the recognised gains or losses included in equity are transferred to the income statement when the foreign operation is sold.

Gains or losses on any portion of the hedge determined to be ineffective are recognised in the income statement within other expenses or other revenue. During the year there was no material ineffectiveness attributable to our net investment hedges.

During the year net gains after tax of $30 million (2006: $35 million) on our hedging instruments were taken directly to equity in the foreign currency translation reserve in the consolidated balance sheet.

In addition, included in the carrying value of ‘other loans’ and ‘bills of exchange and commercial paper’ at 30 June 2007 are New Zealand dollar denominated borrowings of $181 million (2006: $164 million) and New Zealand dollar denominated commercial paper of $368 million (2006: $334 million). These were designated as a hedging instrument of our net investment in TelstraClear. The loans are included within non current financial liabilities and the commercial paper is included within current financial liabilities. A foreign exchange loss after tax of $36 million (2006: gain of $41 million) on translation of these borrowings and commercial paper to Australian dollars was recognised in equity in the foreign currency translation reserve in the consolidated balance sheet.

Derivative hedging instruments

Details of our derivative hedging instruments as at balance date are shown in Table Q, Table R and Table S below. The fair value of a hedging derivative is classified as a non current asset or liability if the remaining maturity of the hedged item is more than 12 months, and as a current asset or liability if the remaining maturity of the hedged item is less than 12 months.

Refer to Table Q and Table S for the value of our derivatives designated as hedges of net foreign investments.

Table Q	Telstra Group Assets As at 30 June Liabilities As at 30 June 2007 2006 2007 2006 $m $m $m $m - 11 91 - - 9 74 - 38 - - 6	Telstra Group Assets As at 30 June Liabilities As at 30 June 2007 2006 2007 2006 $m $m $m $m - 11 91 - - 9 74 - 38 - - 6	Telstra Entity	Telstra Entity
	Assets As at 30 June 2007 2006 $m $m - 11 - 9 38 -		Assets As at 30 June 2007 2006 $m $m - 11 - 9 38 -	Liabilities As at 30 June 2007 2006 $m $m
Cross currency swaps Current Cross currency swaps - designated cash flow hedges of offshore loans (i) . . . . Cross currency swaps - designated fair value hedges of offshore loans . . . . . Cross currency swaps - designated hedge of net foreign investment . . . . Non current Cross currency swaps - designated cash flow hedges of offshore loans (i) . . . . Cross currency swaps - designated fair value hedges of offshore loans . . . . . Cross currency swaps - designated hedge of net foreign investment . . . .				91 - 74 - - 6
	38 20	165 6	38 20	165 6
	- 53 10 169 15 - 25 222	654 350 397 259 - 3 1,051 612	- 53 10 169 15 - 25 222	654 350 397 259 - 3
				1,051 612

(i) Gains or losses recognised in the cash flow hedging reserve in equity (refer note 22) on cross currency swap contracts as at 30 June 2007 will be continuously released to the income statement until the underlying borrowings are repaid.

255

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(c) Derivative financial instruments and hedging activities (continued)

Derivative hedging instruments (continued)

Table R	Telstra Group Assets As at 30 June Liabilities As at 30 June 2007 2006 2007 2006 $m $m $m $m - - 2 - - - 1 - - - 3 - 202 106 134 107 22 63 143 49 224 169 277 156	Telstra Entity	Telstra Entity
	Assets As at 30 June 2007 2006 $m $m - - - - - - 202 106 22 63 224 169	Assets As at 30 June 2007 2006 $m $m - - - - - - 202 106 22 63 224 169	Liabilities As at 30 June 2007 2006 $m $m
Interest rate swaps Current Interest rate swaps - designated cash flow hedges of offshore loans (i) . . . . Interest rate swaps - designated fair value hedges of offshore loans . . . . . Non current Interest rate swaps - designated cash flow hedges of offshore loans (i) . . . . Interest rate swaps - designated fair value hedges of offshore loans . . . . .			2 - 1 -
			3 -
			134 107 143 49
			277 156

(i) Gains or losses recognised in the cash flow hedging reserve in equity

(refer to note 22) on interest rate swap contracts as at 30 June 2007 will be continuously released to the income statement until the underlying borrowings are repaid.

256

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

34. Financial and capital risk management (continued)

(c) Derivative financial instruments and hedging activities (continued)

Derivative hedging instruments (continued)

The fair value of our net Australian dollar amounts receivable/ payable, settlement dates and average contractual forward exchange rates are as follows:

Table S Telstra	Telstra	Entity
Assets As at 30 June 2007 2006 $m $m Forward foreign currency contracts United States (US) dollars - fair value hedges - less than 3 months, at contractual forward exchange rates averaging United States dollars 0.83386 (2006: nil) - - United States (US) dollars - cash flow hedges (i) - less than 3 months, at contractual forward exchange rates averaging United States dollars nil (2006: 0.7328). - - - 3 to 12 months, at contractual forward exchange rates averaging United States dollars nil (2006: 0.7347) . . . . - - United States (US) dollars - (ii) - 3 to 12 months, at contractual forward exchange rates averaging United States dollars 0.82865 (2006: nil) . . . - - Euro - fair value hedges - less than 3 months, at contractual forward exchange rates averaging Euro 0.62716 (2006: nil) . . . . . . . . . . - - New Zealand (NZ) dollars - hedge of net foreign investment - 3 to 12 months, at contractual forward exchange rates averaging New Zealand dollars nil (2006: 1.1946) . . . . - - New Zealand (NZ) dollars (ii) - 3 to 12 months, at contractual forward exchange rates averaging New Zealand dollars 1.13354 (2006: nil). . . . 3 - Hong Kong (HK) dollars - hedge of net foreign investment - 3 to 12 months, at contractual forward exchange rates averaging Hong Kong dollars nil (2006: 5.7248). . . . . . - 1 British pounds sterling (ii) - 3 to 12 months, at contractual forward exchange rates averaging British pounds sterling 0.41592 (2006: nil) . . - - 3 1	Assets As at 30 June 2007 2006 $m $m - - - - - - - - - - - - 3 - - 1 - - 3 1	Liabilities As at 30 June 2007 2006 $m $m
		6 - - 2 - 2 1 - 1 - - 2 - - - - 1 -
		9 6

(i) Gains or losses recognised in the cash flow hedging reserve in equity (refer to note 22) on forward foreign exchange contracts as at 30 June 2007 will be released to the income statement when the underlying forecast transaction occurs and affects profit or loss.

(ii) Forward exchange contracts not in designated hedging relationships used to hedge exposure of other payables and receivables recognised in the balance sheet.

Breaches

However, where the underlying forecast transaction is a purchase of a non financial asset (for example, a fixed asset) the gain or loss in the cash flow hedging reserve will be transferred and included in the measurement of the initial cost of the asset at the date the asset is recognised.

During the year we have not breached any of our agreements with our lenders.

257

Telstra Corporation Limited and controlled entities

Notes to the Financial Statements (continued)

35. Events after balance date

We are not aware of any matter or circumstance that has occurred since 30 June 2007 that, in our opinion, has significantly affected or may significantly affect in future years:

our operations;
the results of those operations; or
the state of our affairs;

other than:

Dividend declaration

On 9 August 2007, the directors of Telstra Corporation Limited declared a fully franked final dividend of 14 cents per ordinary share. The record date for the final dividend will be 24 August 2007 with payment being made on 21 September 2007. Shares will trade excluding the entitlement to the dividend on 20 August 2007.

A provision for dividend payable has been raised as at the date of declaration, amounting to $1,740 million. The final dividend will be fully franked at a tax rate of 30%. The financial effect of the dividend declaration was not brought to account as at 30 June 2007.

There are no income tax consequences for the Telstra Group and Telstra Entity resulting from the declaration and payment of the final ordinary dividend, except for $746 million franking debits arising from the payment of this dividend that will be adjusted in our franking account balance.

Dividend reinvestment plan

On 4 July 2007, Telstra Corporation Limited announced the commencement of a dividend reinvestment plan ("DRP"). The election date for participation in the DRP is 24 August 2007.

Seven Network Limited and C7 Pty Limited litigation

In November 2002, Seven Network Limited and C7 Pty Limited ('Seven') commenced litigation against us and various other parties ('the respondents') in relation to the contracts and arrangements between us and some of those other parties relating to the right to broadcast Australian Football League and National Rugby League, the contract between FOXTEL and us for the provision of HFC cable services (the Broadband Co-operation Agreement) and other matters. Refer to note 27 for further details.

On 27 July 2007 the Federal Court dismissed Seven's case on all grounds. Final orders will be made, after the parties make submissions on costs. The decision could be subject to appeal by Seven.

258

Telstra Corporation Limited and controlled entities

Directors’ Declaration

This directors’ declaration is required by the Corporations Act 2001 of Australia.

For and on behalf of the board

The directors of Telstra Corporation Limited have made a resolution that declared:

(a) the financial statements, notes and additional disclosures included in the Directors’ Report designated as audited, of the Telstra Entity and the Telstra Group set out on pages 114 to 258 of Telstra Corporation Limited and the Telstra Group:

(i) comply with the Accounting Standards and Corporations Regulations;

(ii) give a true and fair view of the financial position as at 30 June 2007 and performance, as represented by the results of the operations and cash flows, for the year ended 30 June 2007; and

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Donald G McGauchie Chairman

Date: 9 August 2007 Sydney, Australia

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Solomon D Trujillo Chief Executive Officer and Executive Director

(iii) in the directors’ opinion, have been made out in accordance with the Corporations Act 2001.

(b) they have received declarations as required by S.295A of the Corporations Act 2001;
(c) at the date of this declaration, in the directors’ opinion, there are reasonable grounds to believe that Telstra Corporation Limited will be able to pay its debts as and when they become due and payable in Australia; and
(d) at the date of this declaration there are reasonable grounds to believe that the members of the extended closed group identified in note 29(a) to the full financial statements, as parties to a Deed of Cross Guarantee, will be able to meet any obligations or liabilities to which they are, or may become subject to, under the Deed of Cross Guarantee described in note 29(a).

259

Telstra Corporation Limited and controlled entities

Independent Audit Report to the Members of Telstra Corporation Limited

We have audited the accompanying financial report of Telstra Corporation Limited and the entities it controlled during the year ended 30 June 2007, which comprises the balance sheet as at 30 June 2007, and the income statement, statement of recognised income and expense and cash flow statement for the year ended on that date, a summary of significant accounting policies, other explanatory notes and the directors' declaration.

The company has disclosed information as required by paragraphs Aus 25.4 to Aus 25.7.2 of Accounting Standard 124 Related Party Disclosures ("remuneration disclosures"), under the heading "Remuneration Report" on pages 87 to 112 of the Directors' Report, as permitted by Corporations Regulation 2M.6.04.

Independence

In conducting our audit we have met the independence requirements of the Corporations Act 2001 . We have given to the directors of the company a written Auditor's Independence Declaration, a copy of which is included in the Directors' Report. In addition to our audit of the financial report and the remuneration disclosures, we were engaged to undertake the services disclosed in the notes to the financial statements. The provision of these services has not impaired our independence.

Auditor's Opinion

In our opinion:

Directors' Responsibility for the Financial Report

The Directors of the company are responsible for the preparation and fair presentation of the financial report in accordance with the Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001. This responsibility includes establishing and maintaining internal controls relevant to the preparation and fair presentation of the financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. In Note 1, the Directors also state, in accordance with Accounting Standard AASB 101 “Presentation of Financial Statements”, that the financial report also complies with Accounting Standards and Interpretations published by the International Accounting Standards Board. The directors are also responsible for the remuneration disclosures contained in the Directors' Report.

Auditor's Responsibility

Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. These Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement and that the remuneration disclosures comply with Accounting Standard AASB 124 “Related Party Disclosures”.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, we consider internal controls relevant to the Telstra Entity's preparation and fair presentation of the financial report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report.

the financial report of Telstra Corporation Limited is in accordance with:
(a) the Corporations Act 2001 including:
(i) giving a true and fair view of the financial position of Telstra Corporation Limited and the consolidated entity as at 30 June 2007 and of their performance for the year ended on that date; and
(ii) complying with Australian Accounting Standards (including the Australian Accounting Interpretations); and
(b) other mandatory professional reporting requirements in Australia.
the financial report also complies with Accounting Standards and Interpretations published by the International Accounting Standards Board as disclosed in Note 1.
the remuneration disclosures that are contained on pages 87 to 112 of the Directors' Report comply with Accounting Standard AASB 124 “Related Party Disclosures”.

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Ernst & Young

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Mirco Bardella Partner

9 August 2007 Melbourne, Australia

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

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TELSTRA GROUP LIMITED — Annual Report 2007

65927_rns_2007-09-27_32112994-2c52-4f8f-9962-f94ee19818d1.pdf

Office of the Company Secretary

ELECTRONIC LODGEMENT

Telstra Corporation Limited 2007 Annual Report

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Contents

Full year results and operations review - June 2007

Table of contents

Full year results and operations review - June 2007

Summary financial information

Results of operations

Results of operations

Full year results and operations review - June 2007

Balance sheet

Balance sheet

Full year results and operations review - June 2007

Cash flow summary

Cash flow summary

Full year results and operations review - June 2007

Segment information

Segment information

Full year results and operations review - June 2007

Statistical data summary (i)

Full year results and operations review - June 2007

Income

Income

Full year results and operations review - June 2007

Income Summary

Full year results and operations review - June 2007

Fixed telephony

Fixed telephony

PSTN products

PSTN products

Note: statistical data represents management's best estimates.

Full year results and operations review - June 2007

Basic access

Full year results and operations review - June 2007

Local calls

PSTN value added services

National long distance calls

Full year results and operations review - June 2007

Fixed to mobile calls

Full year results and operations review - June 2007

International direct calls

Fixed interconnection

ISDN products

ISDN products

Full year results and operations review - June 2007

Inbound calling products

Inbound calling products

Full year results and operations review - June 2007

Payphones

Payphones

Customer premises equipment

Customer premises equipment

Full year results and operations review - June 2007

Intercarrier access services

Intercarrier access services

Other fixed telephony

Other fixed telephony

Full year results and operations review - June 2007

Mobiles

Full year results and operations review - June 2007

Full year results and operations review - June 2007

Full year results and operations review - June 2007

Full year results and operations review - June 2007

Internet

Internet

Full year results and operations review - June 2007

Full year results and operations review - June 2007

IP & data access

IP & data access

Full year results and operations review - June 2007

Business services and applications

Business services and applications

Full year results and operations review - June 2007

Advertising and directories

TELSTRA GROUP LIMITED Annual Report 2007

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