Appendix 3B

Westpac Banking Corporation (WBC) | 12:22 pm, Wednesday 20 August 2008

WBC
18.400
-0.300
(-1.60%)
Market Announcement
Type:ALLOT


Appendix 3B

Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B

New issue announcement,
application for quotation of additional securities
and agreement

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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000,
30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity
Westpac Banking Corporation

ABN
33 007 457 141

We (the entity) give ASX the following information.

Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough
space).

1 Class of +securities issued or to
be issued

Three classes of securities have been issued:
1. Tranche No. 3 of Fully Paid Senior
Fixed Rate Medium Tern Notes due
August 2011 ("Series 2006-1 Notes");
2. Tranche No. 6 of Fully Paid Senior
Floating Rate Medium Term Notes due
September 2012 ("Series 2007-8
Notes"); and
3. Tranche No. 8 of Fully Paid Senior
Fixed Rate Medium Term Notes due
September 2012 ("Series 2007-9
Notes").

2 Number of +securities issued or
to be issued (if known) or
maximum number which may be
issued

1. 50,000 Series 2006-1 Notes;
2. 3,460 Series 2007-8 Notes; and
3. 2,640 Series 2007-9 Notes.

See chapter 19 for defined terms.

Appendix 3B Page 2 1/1/2003
3 Principal terms of the +securities
(eg, if options, exercise price and
expiry date; if partly paid

securities, the amount
outstanding and due dates for
payment; if +convertible
securities, the conversion price
and dates for conversion)
1. The Series 2006-1 Notes are Fully Paid
Senior Fixed Rate Medium Term Notes in
denominations of A$1,000.
2. The Series 2007-8 Notes are Fully Paid
Senior Floating Rate Medium Term Notes
in denominations of A$100,000.
3. The Series 2007-9 Notes are Fully Paid
Senior Fixed Rate Medium Term Notes in
denominations of A$100,000

The pricing supplement for the Series 2006-1
Notes is dated 19 August 2008 and should be
read in conjunction with the MTN Deed Poll
dated 18 July 2002 and the Information
Memorandum dated 14 March 2007 in
connection with Westpac Banking
Corporation's Debt Issuance Programme.

The pricing supplements for the Series 2007-8
Notes and Series 2007-9 Notes are each dated
19 August 2008 and should be read in
conjunction with the Note Deed Poll dated 15
January 2007 and the Information
Memorandum dated 14 March 2007 in
connection with Westpac Banking
Corporation's Debt Issuance Programme.

4 Do the +securities rank equally in
all respects from the date of
allotment with an existing +class
of quoted +securities?

If the additional securities do not
rank equally, please state:
the date from which they do
the extent to which they
participate for the next
dividend, (in the case of a
trust, distribution) or interest
payment
the extent to which they do
not rank equally, other than in
relation to the next dividend,
distribution or interest
payment
Yes. The Series 2006-1 Notes, Series 2007-8
Notes and Series 2007-9 Notes rank equally for
payment in a winding up with Westpac Banking
Corporation's Senior Fixed Rate Medium Term
Notes Series 2003-2 with ASX Code WBCHB,
Senior Floating Rate Medium Term Notes
Series 2003-3 with ASX Code WBCHC, Senior
Fixed Rate Medium Term Notes Series 2005-5
with ASX Code WBCHH, Senior Floating Rate
Medium Term Notes Series 2005-6 with ASX
Code WBCHI, Senior Fixed Rate Medium Term
Notes Series 2006-1 with ASX Code WBCHL,
Senior Floating Rate Medium Term Notes
Series 2006-2 with ASX Code WBCHM, Senior
Floating Rate Medium Term Notes Series 2007-
6 with ASX Code WBCHR, Senior Fixed Rate
Medium Term Notes Series 2007-7 with ASX
Code WBCHS, Senior Floating Rate Medium
Term Notes Series 2007-8 with ASX Code
WBCHT, Senior Fixed Rate Medium Term
Notes Series 2007-9 with ASX Code WBCHU,
Senior Floating Rate Medium Term Notes
Series 2008-1 with ASX Code WBCHV, Senior
Fixed Rate Medium Term Notes Series 2008-2
with ASX Code WBCHW and Senior Fixed
Rate Medium Term Notes Series 2008-10 with
ASX Code WBCHZ.

The Series 2006-1 Notes, Series 2007-8 Notes
and Series 2007-9 Notes rank ahead for
payment in a winding up of Westpac Banking
Corporation's Subordinated Floating Rate
Medium Term Notes Series 2003-4 with ASX
Code WBCHE, Subordinated Fixed Rate
Medium Term Notes Series 2003-5 with ASX
Code WBCHD, Subordinated Floating Rate
Medium Term Notes Series 2005-2 with ASX
Code WBCHG, Subordinated Fixed Rate
Medium Term Notes Series 2005-3 with ASX
Code WBCHF, Subordinated Fixed Rate
Medium Term Notes Series 2005-7 with ASX
Code WBCHJ, Subordinated Floating Rate
Medium Term Notes Series 2005-8 with ASX
Code WBCHK, Subordinated Floating Rate
Medium Term Notes Series 2007-1 with ASX
Code WBCHN, Subordinated Fixed Rate
Medium Term Notes Series 2007-2 with ASX
Code WBCHO, Subordinated Floating Rate
Medium Term Notes Series 2007-4 with ASX
Code WBCHP, Subordinated Fixed Rate
Medium Term Notes Series 2007-5 with ASX
Code WBCHQ, Subordinated Floating Rate
Medium Term Notes Series 2008-7 with ASX
Code WBCHX, Subordinated Fixed Rate
Medium Term Notes Converting to
Subordinated Floating Rate Medium Term
Notes Series 2008-8 with ASX Code WBCHY
and Westpac SPS with ASX Code WBCPA.

5 Issue price or consideration
1. For Series 2006-1 Notes A$965.21
fully paid per note.
2. For Series 2007-8 Notes A$99,304.00
fully paid per note.
3. For Series 2007-9 Notes A$101,156.00
fully paid per note.

6 Purpose of the issue
(If issued as consideration for the
acquisition of assets, clearly
identify those assets)

The net proceeds of the issue will be used for
general funding purposes

See chapter 19 for defined terms.

Appendix 3B Page 4 1/1/2003
7 Dates of entering +securities into
uncertificated holdings or
despatch of certificates

Securities to be entered on Register of Notes on
20 August 2008

Number Class
8 Number and class of all

securities quoted on ASX
(including the securities in clause
2 if applicable)

1,894,239,243
Fully Paid Ordinary
Shares

600,000 Series 2003-2 Fully
Paid Senior Fixed
Rate Medium Term
Notes ASX Stock
Code WBCHB

400,000

Series 2003-3 Fully
Paid Senior Floating
Rate Medium Term
Notes ASX stock code
WBCHC

180,000
Series 2003-4 Fully
Paid Subordinated
Floating Rate Medium
Term Notes ASX
Stock Code WBCHE

320,000
Series 2003-5 Fully
Paid Subordinated
Fixed Rate Medium
Term Notes ASX
Code WBCHD

350,000
Series 2005-2 Fully
Paid Subordinated
Floating Rate Medium
Term Notes ASX
Code WBCHG

250,000
Series 2005-3 Fully
Paid Subordinated
Fixed Rate Medium
Term Notes ASX
Code WBCHF

400,000
Series 2005-5 Fully
Paid Senior Fixed
Rate Medium Term
Notes ASX Code
WBCHH

600,000 Series 2005-6 Fully
Paid Senior Floating
Rate Medium Term
Notes ASX Code
WBCHI

250,000
Series 2005-7 Fully
Paid Subordinated
Fixed Rate Medium
Term Notes ASX
Code WBCHJ

375,000 Series 2005-8 Fully
Paid Subordinated
Floating Rate Medium
Term Notes ASX
Code WBCHK

600,000 Series 2006-1 Fully
Paid Senior Fixed
Rate Medium Term
Notes ASX Code
WBCHL
1,930,000 Series 2006-2 Fully
Paid Senior Floating
Rate Medium Term
Notes ASX Code
WBCHM
7,500 Series 2007-1 Fully
Paid Subordinated
Floating Rate Medium
Term Notes ASX
Code WBCHN
2,500 Series 2007-2 Fully
Paid Subordinated
Fixed Rate Medium
Term Notes ASX
Code WBCHO
4,500 Series 2007-4 Fully
Paid Subordinated
Floating Rate Medium
Term Notes ASX
Code WBCHP
1,500 Series 2007-5 Fully
Paid Subordinated
Fixed Rate Medium
Term Notes ASX
Code WBCHQ

See chapter 19 for defined terms.

Appendix 3B Page 6 1/1/2003
4,000 Series 2007-6 Fully
Paid Senior Floating
Rate Medium Term
Notes ASX Code
WBCHR
4,750 Series 2007-7 Fully
Paid Senior Fixed
Rate Medium Term
Notes ASX Code
WBCHS
9,480 Series 2007-8 Fully
Paid Senior Floating
Rate Medium Term
Notes ASX Code
WBCHT
11,140 Series 2007-9 Fully
Paid Senior Fixed
Rate Medium Term
Notes ASX Code
WBCHU
8,600
Series 2008-1 Fully
Paid Senior Floating
Rate Medium Term
Notes ASX Code
WBCHV
3,400 Series 2008-2 Fully
Paid Senior Fixed
Rate Medium Term
Notes ASX Code
WBCHW
350 Series 2008-7 Fully
Paid Subordinated
Floating Rate Medium
Term Notes ASX
Code WBCHX
1,250 Series 2008-8 Fully
Paid Subordinated
Fixed Rate Medium
Term Notes
converting to Floating
Rate Medium Term
Notes ASX Code
WBCHY
11,500 Series 2008-10 Fully
Paid Fixed Rate
Medium Term Notes
ASX Code WBCHZ
10,362,670 Westpac SPS
ASX Code WBCPA

Number +Class
2,766,735
Chief Executive
Officer Agreements

159,570

General Management
Share Option Plan

1,909,500
Senior Officers Share
Purchase Scheme

12,331,092
Westpac Performance
Plan

2,167,288 Westpac Reward Plan

9 Number and class of all

securities not quoted on ASX
(including the securities in
clause 2 if applicable)

10,000
Series 2007-3 Fully
Paid Unsubordinated,
Unsecured,
Redeemable,
Convertible Notes

10 Dividend policy (in the case of a
trust, distribution policy) on the
increased capital (interests)
Not applicable

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval
required

Not applicable

12 Is the issue renounceable or non-
renounceable Not applicable

13 Ratio in which the +securities
will be offered Not applicable

14 Class of +securities to which the
offer relates Not applicable

15 Record date to determine
entitlements Not applicable

16 Will holdings on different
registers (or subregisters) be
aggregated for calculating
entitlements
Not applicable

17 Policy for deciding entitlements
in relation to fractions

Not applicable

See chapter 19 for defined terms.

Appendix 3B Page 8 1/1/2003
18 Names of countries in which the
entity has security holders who
will not be sent new issue
documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
Not applicable

19 Closing date for receipt of
acceptances or renunciations Not applicable

20 Names of any underwriters

Not applicable

21 Amount of any underwriting fee
or commission Not applicable

22 Names of any brokers to the
issue

Not applicable

23 Fee or commission payable to
the broker to the issue Not applicable

24 Amount of any handling fee
payable to brokers who lodge
acceptances or renunciations on
behalf of security holders
Not applicable

25 If the issue is contingent on

security holders' approval, the
date of the meeting
Not applicable

26 Date entitlement and acceptance
form and prospectus or Product
Disclosure Statement will be sent
to persons entitled
Not applicable

27 If the entity has issued options,
and the terms entitle option
holders to participate on
exercise, the date on which
notices will be sent to option
holders
Not applicable

28 Date rights trading will begin (if
applicable) Not applicable

29 Date rights trading will end (if
applicable)

Not applicable

30 How do security holders sell
their entitlements in full through
a broker
Not applicable

31 How do security holders sell
part of their entitlements
through a broker and accept for
the balance
Not applicable

32 How do security holders
dispose of their entitlements
(except by sale through a
broker)
Not applicable

33 Despatch date

Not applicable

Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of
securities

34 Type of securities
(tick one)

(a)
Securities described in Part 1

(b)
All other securities
Example: restricted securities at the end of the escrowed period, partly paid
securities that become fully paid,
employee incentive share securities when restriction ends, securities issued
on expiry or conversion of convertible
securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or
documents

35
If the

securities are equity securities, the names of the 20 largest holders of the

additional securities, and the number and percentage of additional
+securities
held by those holders

36
If the

securities are equity securities, a distribution schedule of the additional

securities setting out the number of holders in the categories
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over

See chapter 19 for defined terms.

Appendix 3B Page 10 1/1/2003

37
A copy of any trust deed for the additional

securities

Entities that have ticked box 34(b)

38 Number of securities for which

quotation is sought

Not applicable

39 Class of +securities for which
quotation is sought

Not applicable

40 Do the securities rank equally in
all respects from the date of
allotment with an existing class
of quoted securities

If the additional securities do not
rank equally, please state:
the date from which they do
the extent to which they
participate for the next
dividend, (in the case of a
trust, distribution) or interest
payment
the extent to which they do
not rank equally, other than in
relation to the next dividend,
distribution or interest
payment
Not applicable

41 Reason for request for quotation
now
Example: In the case of restricted securities, end
of restriction period

(if issued upon conversion of
another security, clearly identify
that other security)
Not applicable

Number Class
42 Number and class of all

securities quoted on ASX
(including the securities in clause
38)

Not applicable

See chapter 19 for defined terms.

Appendix 3B Page 12 1/1/2003

Quotation agreement

1 Quotation of our additional +securities is in ASX's absolute discretion.
ASX
may quote the +securities on any conditions it decides.

2 We warrant the following to ASX.

The issue of the +securities to be quoted complies with the law and is
not for an illegal purpose.

There is no reason why those securities should not be granted

quotation.

An offer of the securities for sale within 12 months after their issue
will not require disclosure under section 707(3) or section 1012C(6) of
the Corporations Act.
Note: An entity may need to obtain appropriate warranties from subscribers
for the securities in order to be
able to give this warranty

Section 724 or section 1016E of the Corporations Act does not apply to
any applications received by us in relation to any securities to be
quoted and that no-one has any right to return any securities to be
quoted under sections 737, 738 or 1016F of the Corporations Act at the
time that we request that the +securities be quoted.

If we are a trust, we warrant that no person has the right to return the

securities to be quoted under section 1019B of the Corporations Act at
the time that we request that the securities be quoted.

3 We will indemnify ASX to the fullest extent permitted by law in respect of
any
claim, action or expense arising from or connected with any breach of the
warranties in this agreement.

4 We give ASX the information and documents required by this form. If any

information or document not available now, will give it to ASX
before

quotation of the securities begins. We acknowledge that ASX is relying on
the information and documents. We warrant that they are (will be) true and

complete.

Sign here: Date: 20/8/2008
Alex Crompton
Secretary

Print name:

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