FINAL TERMS

PROHIBITION OF SALES TO EEA RETAIL INVESTORS - The Instruments are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area (the "EEA"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (ii) a customer within the meaning of Directive (EU) 2016/97, as amended (the "Insurance Distribution Directive"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently no key information document required by Regulation (EU) No 1286/2014 (as amended, the "EU PRIIPs Regulation") for offering or selling the Instruments or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Instruments or otherwise making them available to any retail investor in the EEA may be unlawful under the EU PRIIPs Regulation.

PROHIBITION OF SALES TO UK RETAIL INVESTORS - The Instruments are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the United Kingdom (the "UK"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law in the UK by virtue of the European Union (Withdrawal) Act 2018, as amended by the European Union (Withdrawal Agreement) Act 2020 (the "EUWA"); or (ii) a customer within the meaning of the provisions of the UK's Financial Services and Markets Act 2000, as amended (the "FSMA") and any rules or regulations made under the FSMA to implement the Insurance Distribution Directive, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law in the UK by virtue of the EUWA. Consequently no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law in the UK by virtue of the EUWA (the "UK PRIIPs Regulation") for offering or selling the Instruments or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the Instruments or otherwise making them available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.

UK MIFIR PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ELIGIBLE

COUNTERPARTIES ONLY TARGET MARKET - Solely for the purposes of each manufacturer's product approval process, the target market assessment in respect of the Instruments has led to the conclusion that: (i) the target market for the Instruments is only eligible counterparties, as defined in the FCA Handbook Conduct of Business Sourcebook ("COBS"), and professional clients, as defined in Regulation (EU) No 600/2014 as it forms part of domestic law in the UK by virtue of the EUWA ("UK MiFIR"); and (ii) all channels for distribution of the Instruments to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or recommending the Instruments (a "UK distributor") should take into consideration the manufacturers' target market assessment; however, a UK distributor subject to the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK MiFIR Product Governance Rules") is responsible for undertaking its own target market assessment in respect of the Instruments (by either adopting or refining the manufacturers' target market assessment) and determining appropriate distribution channels.

NOTIFICATION UNDER SECTION 309B(1) OF THE SECURITIES AND FUTURES ACT 2001 (2020 REVISED EDITION) OF SINGAPORE, AS MODIFIED OR AMENDED FROM TIME TO TIME (THE "SFA") - The Instruments are prescribed capital markets products (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018) and Excluded Investment Products (as defined in MAS Notice SFA 04-N12:Notice on the Sale of Investment Products and MAS Notice FAA-N16:Notice on Recommendations on Investment Products).

Series No.:

1528

Tranche No.:

1

WESTPAC BANKING CORPORATION ABN 33 007 457 141

Programme for the Issuance of Debt Instruments

Issue of

GBP200,000,000 Floating Rate Instruments due October 2024

by Westpac Banking Corporation

Legal Entity Identifier (LEI): EN5TNI6CI43VEPAMHL14

Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Conditions") set forth in the base prospectus dated 11 November 2022 and the supplement to the base prospectus dated 9 May 2023 (the "Base Prospectus") for the purposes of the EUWA (as amended, the "UK Prospectus Regulation"). This document constitutes the Final Terms of the Instruments described herein for the purposes of the UK Prospectus Regulation and must be read in conjunction with the Base Prospectus in order to obtain all the relevant information. The Base Prospectus is available for viewing at Camomile Court, 23 Camomile Street,

London EC3A 7LL, United Kingdom, and at http://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html and copies may be obtained from the Specified Offices of the Paying Agents.

Part A

Contractual Terms

1.

Issuer and Designated Branch:

Westpac Banking Corporation acting

through its head office

2.

Date of Board Approval of the Issuer:

Not Applicable, save as discussed in Section

2 of the "General Information" section in the

Base Prospectus

3.

Status:

Senior

4. Specified Currency:

(i)

of denomination:

Pound Sterling ("GBP")

(ii)

of payment:

GBP

5. Aggregate Principal Amount of GBP 200,000,000

Tranche:

6.

If interchangeable with existing Series,

Not Applicable

Series No.:

7.

(i)

Issue Date:

13 October 2023

(ii)

Interest Commencement Date:

Issue Date

8.

Issue Price:

100 per cent. of the Aggregate Principal

Amount of the Tranche

9.

Maturity Date:

11 October 2024, subject to adjustment in

accordance with the Business Day

Convention specified in paragraph 22(iv)

10.

Expenses:

Not Applicable

11.

(i)

Form of Instruments:

Bearer

(ii)

Bearer Instruments

No

exchangeable for Registered

Instruments:

12. If issued in bearer form:

(i)

Initially

represented

by

a

Temporary Global Instrument

Temporary Global Instrument

or

Permanent Global Instrument:

  1. Temporary Global Instrument exchangeable for a Permanent Global Instrument or for Definitive Instruments and/or (if the relevant Series comprises both Bearer Instruments and Registered
    Instruments)Registered Instruments:

Yes.

The Exchange Date shall be a date no earlier than 40 days after the Issue Date.

(iii)

Specify date (if any) from which

Not Applicable

exchanges

for

Registered

Instruments will be made:

(iv)

Permanent

Global

Instrument

No. Permanent Global Instruments are only

exchangeable at the option of the

exchangeable for Definitive Instruments in

bearer for Definitive Instruments

the limited circumstances set out in

and/or (if the relevant Series

Conditions 2.5(a) and (b)

comprises

both

Bearer

Instruments

and

Registered

Instruments)

Registered

Instruments:

(v)

Talons for future Coupons to be

No

attached

to

Definitive

Instruments:

(vi)

Receipts to

be attached to

No

Instalment Instruments which are

Definitive Instruments:

13.

If issued in registered form:

Not Applicable

14.

Denomination(s):

GBP100,000

15.

Calculation Amount:

GBP100,000

16.

Partly Paid Instruments:

No

17. If issued in registered form: Registrar: Not Applicable

18.

Interest:

SONIA + 0.42 per cent. per annum Floating

Rate

19.

Change of interest basis

Not Applicable

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Westpac Banking Corporation published this content on 13 October 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 October 2023 13:20:18 UTC.