TELSTRA GROUP LIMITED — Director's Dealing 2012

Nov 7, 2012

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8 November 2012

The Manager

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

Office of the Company Secretary

Level 41 242 Exhibition Street MELBOURNE VIC 3000 AUSTRALIA

General Enquiries 08 8308 1721 Facsimile 03 9632 3215

ELECTRONIC LODGEMENT

Dear Sir or Madam

Appendix 3Y – Change in Director’s Interest Notice

In accordance with the Listing Rules, I attach an announcement for release to the market.

Yours faithfully

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Damien Coleman Company Secretary

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

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/9/2001 Amended 01/01/11

Name of entity	TELSTRA CORPORATION
ABN	33 051 775 556

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	DAVID THODEY
Date of last notice	24 AUGUST 2012

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Direct and Indirect interests
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	The allocation of Performance Rights and Restricted Shares to the CEO under Long Term and Short Term incentive plans, held by the Telstra Growthshare Trust.
Date of change	2 November 2012
No. of securities held prior to change	Ordinary Shares: Direct 288,085 Indirect 1,222,906 Performance Rights and Options:3,565,499
Class	Performance Rights and Restricted Shares
Number acquired	1,391,076 Performance Rights 211,325 Restricted Shares
Number disposed	NIL
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	N/A

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y

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Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change

Ordinary Shares: Direct Nil Indirect 1,722,316 Performance Rights and Options:4,956,575

Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

The allocation of 1,391,076 Performance Rights to the CEO under the Telstra FY 2013 Long Term Incentive Plan, held by the Telstra Growthshare Trust, and approved by shareholders at the 2012 Annual General Meeting. As previously described in Telstra’s 2012 Remuneration Report, the allocation of 211,325 Restricted Shares to the CEO under the Telstra FY 2012 Short Term Incentive Plan, subject to restriction periods under the Telstra Growthshare Trust. This is the deferred component of the FY 2012 STI The transfer of 288,085 shares held directly to an indirect holding.

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change

Part 3 – Closed period

Part 3 – Closedperiod
Were the interests in the securities or contracts detailed above traded during a closed period where prior written clearance was required?	NO
If so, was prior written clearance provided to allow the trade to proceed during this period?
If prior written clearance was provided, on what date was thisprovided?

• See chapter 19 for defined terms.

01/01/11 Appendix 3Y

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