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WOOLWORTHS GROUP LIMITED Director's Dealing 2002

Dec 19, 2002

66075_rns_2002-12-19_36c3b15d-a235-4d95-b0d5-1495d0fcbee8.pdf

Director's Dealing

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Appendix 3Y

Rule 3.19.4.2

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 William Paul Renton Wavish
Date of last notice 8 October 2002

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
Nature of indirect interest Registered holder and beneficial owner in
(including registered holder) joint holding.
Note: Provide details of the circumstances giving rise to the relevant
interest.
Date of change 20 December 2002
No. of securities held prior to change $161,001$ shares
1,050,000 options
Class Ordinary fully paid shares
Options to acquire ordinary shares
Number acquired 200,000 Options to acquire ordinary shares
Number disposed $\theta$
Value/Consideration \$12.94
Note: If consideration is non-cash, provide details and estimated valuation
No. of securities held after change 161,001 shares
1,250,000 options
Nature of change Pursuant to terms $\&$ conditions of the
Example: on-market trade, off-market trade, exercise of options, issue of Woolworths Executive Option Plan and
securities under dividend reinvestment plan, participation in bay-back
approved at the Annual General Meeting on
22 November 2002.

$+$ See chapter 19 for defined terms.

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 N/A
Nature of interest N/A
Name of registered holder
(if issued securities)
N/A
Date of change N/A
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
N/A
Interest acquired N/A
Interest disposed N/A
Value/Consideration
Note: If consideration is non-cash, provide details and an
estimated valuation
N/A
Interest after change N/A

June of

RKS JEFFS COMPANY SECRETARY Date 20 December 2002

+ See chapter 19 for defined terms.