WOOLWORTHS GROUP LIMITED — Director's Dealing 2010

Sep 7, 2010

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.

Name of entity: Woolworths Limited

ABN: 88 000 014 675

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	Michael Gerard Luscombe
Date of last notice	10 September 2009

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 - 523,290 Shares
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
Date of change	2 September 2010 - 330,000 shares sold 6 September 2010-100,000 shares sold
No. of securities held prior to change	1) 523,290 Shares 2) 1,580,000 Options 3) 61,175 Rights
Class	1) Ordinary fully paid shares 2) Unlisted Options over Ordinary fully paid shares 3) Unlisted Performance Rights over ordinary fully paid shares
Number acquired	330,000
Number disposed	430,000
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	430,000 disposed at Market Value

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change	423,290 Ordinary fully paid shares 1,250,000 Unlisted Options over Ordinary fully paid shares 61,175 Unlisted Performance Rights over Ordinary fully paid shares
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	330,000 shares (issued pursuant to the exercise of Options granted under the terms and conditions of the Woolworths Limited Long Term Incentive Plan (LTIP) in 2005 and 2007. 430,000 subsequently sold on-market with the funds used in part to fund balance of exercise price and tax liabilities arising from the exercise of options.

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.

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Detail of contract N/A
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
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• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002