WOOLWORTHS LIMITED A.E.N.88ooo014675

SUBMISSION Re: INOUIRY INTO THE PRICE OF UNLEADED PETROL.

Contents:

1. Executive Summary

2. Responses to Issues

3. Conclusion.

4. Attachments.

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1 Woolworths Way, Bella Vista, NSW 2153 PO Box 8000, Baulkham Hills, NSW 2153 Australia Telephone: 02 8885 0000 Facsimile: 02 8888 0001

1. EXECUTIVE SUMMARY

Woolworths Ltd. entered the Australian retail petrol market in 1996 when it opened its first petro I outlet in Dubbo, N. S. W.

Today, Woolworths operates from 505 petrol outlets across Australia. There are 371 outlets owned and operated directly by Woolworths and the remaining 134 are owned by Caltex and operated by them directly or through their franchisees under an alliance arrangement under which Caltex supplies petrol to Woolworths for retail sale. All 505 outlets are branded with dual logos of Caltex and Woolworths. All petrol sold by retail at these outlets is owned by Woolworths.

Woolworths does not acquire petrol from Caltex for wholesale sales and as such, Woolworths is strictly a price taker in relation to the petrol it purchases from Caltex for sale to retail customers.

Of the total of 505 petrol outlets at which Woolworths sells petrol by retail, around 40% are located outside the major metropolitan areas of Australia. Woolworths created the opportunity for customers in these areas to access competitively priced petrol at the pump as well as the metropolitan areas whilst offering all Woolworths customers across Australia, the benefits of lower prices through the Woolworths discount fuel offer.

In setting the pump prices of petrol at each of the above 505 dual branded outlets, Woolworths policy is to be competitive with nominated competitors in the local market which are typically, though not exclusively, within the local area of the Woolworths/Caltex site.

Woolworths determines the pump price at which it sells petrol, independently of its supplier and these prices are set based on a daily petrol price monitoring process which applies to all of the 505 outlets. This enables Woolworths to ensure that, before the application of any petrol discount arrangement, it is amongst the lowest petrol pump prices among its nominated competitors in each of the local areas it monitors.

Woolworths has participated in many petrol pricing inquiries instigated by the ACCC and the Australian Government and has been identified in their respective Reports as a true ' petrol retail independent' which has, since its commencement in 1996, consistently put petrol pricing pressure on the major oil marketing companies in Australia, through its strong competitive pricing policy and it petrol discount offer.

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2. RESPONSE TO THE OUESTIONS CONTAINED IN THE ISSUES PAPER OF JUNE 2007

General

Woolworths only participates in the retail segment of the petrol market and therefore is not able to provide a response to all of the issues which are raised in the ACCC Issues Paper. To the extent comments may be made in relation to these non retail issues, they are based on Woolworths knowledge and information rather than on any direct experience or involvement in certain ofthe areas.

A. The Current Structure of the Indnstry.

Refining and Importing.

01-03

For the above reasons, we are unable to comment.

04 General.

At the time Woolworths fIrst considered entering into the petrol retailing market, it was aware that, in order to ensure both competitively priced product as well as certainty and continuity of supply to its expanding petrol outlet network, it would need to establish contractual arrangements with independent petrol storage facility operators in the major ports of Sydney and Melbourne.

Woolworths therefore entered into arrangements with Vopak Aust., the owner and operator of the tank storage facilities at Port Botany terminal in Sydney and the Hastings terminal in Melbourne, as well as fuel supply arrangements with TrafIgura Aust., an iuternational fuel trading company. These arrangements enabled imported product to be received and distributed to Woolworths outlets in NSW and Victoria, without reliance upon the involvement of the major domestic refIners or their regional distributors

This enabled Woolworths to provide to its customers a consistently high quality and competitively priced product, which met their growing demand, restricted only by the ability to expand Woolworths network of outlets.

At present, for the reasons outlined below, Woolworths does not now utilise either of these Botany or Hastings terminals as all of its supplies of fuel (petrol and diesel) are sourced directly from Caltex Aust.

One of the major reasons for Woolworths moving away from imported product was the early introduction by the Australian Government of petrol specifIcations into Australia, based on 'Euro' standards and other Government environmental objectives. These new standards were fast tracked by the Government, ahead of other non domestic refIning countries and made effective from January 2004. The new standards made it extremely diffIcult for Woolworths to access compliant product from South East Asian refmeries, which were not geared to produce this standard product. Fuel quality standards of different countries in Asia were then and are still not in harmony with current Australian product standards.

The ability of independent petrol retailers to access reliable, long term supply from the large refIneries in Singapore, China, Indonesia, will require a complementary access to large

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domestic storage facilities and sufficient volumes to justifY an independent importing

capacity.

05-06

Our understanding ofthe available storage capacity which is suitable for non-refiners to meet their current volume requirements, in the key markets is as follows:

Sydney - None. All current capacity (including Vopak Botany) is contracted to major oil companies.

Melbourne - The only facility with the required capability is located at Hastings, Victoria and is owned and controlled by Trafigura.

Brisbane - Nuemanns have a small terminal which has limited tankage and wharfage restrictions which limits the size of cargo that can be imported into this facility thereby impacting the economics of importing.

Adelaide -There is no independent import terminal facility capable of handling economic size cargoes. Mobil's facility at Port Stanvac maybe suitable but is currently mothballed or closed.

Perth - Coo gee Chemicals and Gull Petroleum have import facilities however we believe that difficulties in sourcing gasoline complying with the W A Government fuel specifications has meant that little if any petrol has been imported into these facilities in recent times.

Hobart and Tasmania generally - No independent import facility is available.

With respect to storage facilities held by major oil companies, we understand that most have the ability to import into their terminal and coastal bulk plants in all the key markets.

We are unable to comment on the market shares of refiner/marketers.

Our understanding is that there is negligible volumes of independent importing of petrol into Australia, other than a small amount into Hastings terminal in Victoria by Trafigura. We are unable to comment on imports by major oil companies.

Based on our discussion with potential suppliers in Asia in the period leading up to 111/04, when there was a step up in the Commonwealth position on environmental fuel standards (particularly in relation to benzene and MTBE) our view was that it

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would be difficult to consistently source petrol out of Asia from independent refineries at a price that justified the risks associated with importing versus sourcing from local refiners.

We were not confident that we'd be able to retain the buying advantage we were achieving through imports in earlier times. In the period since 111104, our experience based on discussion with traders in Singapore is that supply for Australian quality petrol from independent refineries remains problematic - both in terms of consistent availability and price competitiveness.

Wholesale and Distribution

010-012

We are unable to comment, for the reasons previously stated.

Retail

013-014

Woolworths sells petrol through 505 dual-branded outlets. The combined share of the national petrol retail market sold through these outlets is approximately 19%. Details as to the basis for this figure will be included in our response to the section 95ZK Notice dated 27 July, 2007 ("Notice").

The attached Schedule sets out the location, on a State by State basis, of each of these outlets as well as the number of Woolworths / Caltex alliance outlets over the last 10 years.

In our view, the Australian petrol retail market has continued to evolve over the last 3 to 4 decades to reflect changes in market dynamics, customer preference and availability of product through the traditional domestic refineries and in the last decade, from Asian refineries.

The key elements that have remained unchanged are the drive for increased unit cost efficiency and the increasing reliance on non-fuel sales to offset cost increases at a time when the gasoline market has grown by only a small proportion of the growth in CPI. Increased vehicle fuel efficiency has also offset the increases in per capita vehicles.

The drive for unit cost efficiency has been manifested in closures of uneconomic sites and the drive by all players to reduce operating costs.

At the same time all petrol retailers have focussed their attention on driving non-fuel sales taking advantage of the convenience offered by the location of their sites.

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Today, in convenience stores, we believe that a majority of their gross profit (in dollars) comes from selling of products other than fuel.

The more recent component of the petrol retail market is a move by many players to use petrol to drive loyalty to particular product and offers. To this end we've seen a plethora of offers such as the supermarket shopper dockets ( in various forms ), the link between petrol purchases and credit card benefits, additional discounts for buying non-fuel merchandise of services (eg car washes) etc.

In our view, the consumer has been the clear winner from all of these and we expect to see further innovation in such schemes continue into the future.

Our comment relates to Gross Profit (OP) instead of revenue due to fluctuations in the retail sell prices from period to period.

In the case ofWoolworths outlets, the ratio of gross profit from non-fuel sales compared to fuel sales has increased with the growth of the number of our convenience stores compared to supermarket car-park sites which historically has been our preferred format.

In general however, on a same-store basis, non-fuel sales have grown at a faster rate than fuel sales. Therefore it follows that the OP ratio would change commensurately.

Our strategy for the setting of the price of petrol at our outlets is based on being competitive with the board prices of the competitors in the local area and is not affected by the changing mix of fuel and non-fuel sales.

We do not track industry site numbers on a national basis and therefore are not able to comment on this issue other than an empirical observation that when examined over the last 30 years there doesn't appear to be any sudden increase in the number of site closures across the board although high alternate use values maybe driving decisions in some markets more than others.

Data supplied to us by Informed Sources relating to the sites which were "active" in the 5 key metropolitan markets of Sydney, Melbourne, Brisbane, Perth and Adelaide indicates that in the six years to June 2007 the total number of sites in these markets were 3484 sites in 200 I compared to 2986 sites in 2007.

We have not sighted any evidence to suggest that the entry of supermarkets into petrol retailing has had a direct and appreciable effect on site closures.

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Based on our observations, it would appear that major retailers are increasing the number of outlets they are operating themselves. In the case of some outlets which are operated by franchisees, the fuel is sold under a commission agency arrangement with the result that major retailers have increased their direct involvement in setting board prices to more sites than was permitted under the repealed Petroleum Marketing Sites Act.

In our view, this has allowed these major retailers to be more responsive to daily movements in retail market prices and increased price competition at the retail level.

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B. The extent of competition at the refinery, wholesale and retail levels, including the role of imports

Refining and importing.

01-05

Woolworths acquires all of its requirements of gasoline from Caltex Aust. and sells, by retail, to all of its customers on the basis of the pump pricing policies described above and consequently, is unable to comment on most of the issues raised in these questions.

Given the current lack of storage facilities sufficient to meet the volumes required for independents wishing to undertake importing and issues of price and availability of Australian specification petrol out of Asia, we do not believe that gasoline imports can be a credible proposition in the near term. This has been the case since 111104 and will remain the case until there is sufficient pressure within Asian countries to move to a "cleaner" fuels regime.

07-08

We refer to previous comments on import storage capacity and international refinery product specifications that meet the current Australian standards for unleaded petrol.

Wholesale and Distribution

09-013

As Woolworths does not undertake any wholesaling activities, it is unable to comment.

Retail

QH

We believe the level of competition in metropolitan and major regional markets is intense and vigorous, driven by the large number of service stations and the many types of operators in those markets. In the smaller rural areas, whilst competition is dependent on the number of operators, in general terms, there is still effective competition at the retail level .

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In all metropolitan markets across Australia independents playa key role in providing competitive tension. In the metropolitan markets, independently owned sites account for approximately 50% of the site numbers (excluding those owned by supermarket operators).

It has been acknowledged by the ACCC, in its submissions to various Inquiries, that Woolworths, as the major non-refiner retailer in the petrol retail market, has increased competitive price tension. Tbis has been achieved - firstly by adding 371 new petrol outlets in locations throughout Australia where they did not previously exist and secondly through our dynamic competitive pricing policy which aims to deliver the consistently low pump prices in the market to all our customers, supported by the discount fuel offer for our supermarket and BIG W customers who satisfY the offer conditions.

016-017

We refer to our previous comment re site closures and the impact on improving cost efficiencies and ability to compete more effectively.

Independents are defmed as petrol retailers who do not have an integrated refining, distribution and marketing structure. They are critical in maintaining competitive price tension as they ensure that economic efficiency applies across the retail chain in which they operate.

Independents, in general, (and particularly those with a relatively small number of sites), continue to be critical participants in the downward spiral of the price cycle in key markets given that price is their key differentiator versus the major retailers who generally have better quality offers and facilities at superior locations.

Given that price cycles continue in all key markets it follows that the influence of independents on the price of petrol continues to be significant.

Linkages exist between major Australian oil refmers, their wholesale operations, their distributors and their retail outlets.

For companies where linkages exist up stream of the refmery, one could argue that the vertical linkages exist for oil companies all the way from the oil well to the petrol pump.

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Petrol is by and large regarded as a homogeneous commodity by consumers with little loyalty to brand. Therefore price is the key driver of competition in petrol retailing.

While retailers have attempted to differentiate themselves with the introduction of premium fuels as well as food and convenience offers, pump price is, in our view, remains a key decision point for motorists. In circumstances of increasing international oil prices, this price sensitivity becomes paramount to other factors such as converuence.

Even shopper discount dockets, loyalty cards and other merchandise and services linked discounts are aimed at reducing the net purchase price of fuel. Therefore, non­price competition is not a significant part of petrol retailing in Australia.

As stated in Woolworths submission to the 2006 Senate Economics Legislation Committee Inquiry, in our view the current regime in Western Australia is not conducive to open and truly competitive outcomes.

In W A, under legislative intervention (Petroleum Products Pricing Amendments Act, 2000 - PPPA Act) ,with the stated objectives: "to ensure increased (price) transparency and greater competition" and to address "community concerns over higher fuel prices and significant fluctuations in those prices", each petrol retailer in designated areas is required to advise WA Governments' "Fuel Watch" of its petrol prices, site by site, by 2pm each day, which it intends to post for the following day. The nominated price cannot be varied from that advised to Fuel Watch the previous day.

In our view, the W A system has not significantly reduced price volatility because in a transparent market, prices can still vary on a day to day basis and indeed the existence of weekly or fortnightly price cycles have generally persisted despite the introduction of the PPPA Act, 2000.

In fact, the W.A. system has, in our view, had the anti-competitive effect of not allowing price competition to exist through the ability to adjust prices on an intra-day basis, thereby forcing the motorist to pay higher prices on the day or otherwise be forced travel long distances to endeavour to find cheaper fuel.

In other States, we are not aware of any legislation that prevents price competition to exist at all times.

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C. The determination of prices at the refinery,

wholesale and retail levels

Refining and Importing

01-03

As there is no transparency of the price setting mechanism at the refinery level, we are unable to comment.

There is no transparency as to the methodology used by refmers to set prices other than the Terminal Gate Prices (TGP), which appear to follow import parity principles (IPP).

With the introduction of "quality premiums" which refiners now add to MOPS 95 to determine base line import parity price of petrol in Australia, in effect the refiners are signalling that MOPS 95 is no longer representative of the price for Australian quality petrol.

However, in absence of credible independent importing, it is not possible to test the validity of this "trend" away from MOPS 95.

We also understand that in Tasmania one refiner is using MOPS 92 RON marker as the basis for wholesale pricing.

We refer to above. In addition, an organisation such as the Singapore based Platts may be in a better position to comment on the volume of unleaded petrol actually traded at . the MOPS 95 spot price to establish the appropriateness of using that marker.

We are unable to provide responses to these questions.

Refer to previous comments on Australian Fuel Quality Standards.

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Q!Q Our understanding is that any "quality premium" for unleaded gasoline complying with Australian fuel quality standards is generally determined during "buy I sell" negotiations that occur between major oil refiners bi annually.

Q1! Over the past three years our records indicate that freight costs to import product from Asian refineries, have increased by around 0.7 Acpl. The Platts 30kt Singapore to Australia I New Zealand marker has been replaced the Clean Platts 30kt Singapore to Japan marker as a basis for price calculation. Insurance has increased by 0.12 Acpl (100% increase), and wharfage has increased marginally in most ports.

Wholesale and Distribution

012-13

As a retailer we are unable to assist with any specific information.

014-019

The information requested is not available to us to be able to comment.

Woolworths is unable to rely upon fuel supplies based on 'spot pricing' to meet its large volume requirements. It is critical that it have long supply lines with relatively certain market linked pricing.

The large volumes do enable negotiations with product suppliers to endeavour to achieve volume based discounts

Retail

Singapore MOPS 95 prices can have volatile movements on a day to day basis.

Wholesale and TGP's are generally formulated on a moving 7-day average basis to smooth daily fluctuations.

Our observation is that, over time, retail price movements trend with MOPS 95 movements (allowing for changes to quality premiums, exchange rates and freight fluctuations). Any lag between the two generally lasts relatively for short periods that "averages out" over the mid to long term.

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We refer to our response above.

In our view, it is inappropriate to look at the gap between retail and MOPS 95 prices over the short term to determine the underlying characteristics of any market. In . general, the market is slow to respond to sharply rising cost prices and there tends to be a correction when cost prices decline.

This is particularly the case when there are large movements in costs upwards and downwards over a short time period.

In addition, in the short term, there can be other factors within the retail market which influence pump prices and which are umelated to the movements in MOPS 95 prices.

This can lead to a narrowing or widening of the "gap" between pump prices and MOPS prices. For instance, throughout July, 2007, the prices and margins in Sydney have been at very low levels due to what appears to be a drive for market share. Over this short period, there has been a significant narrowing in the "gap" referred to above.

Based on our observations there are three generally consistent "behaviours":

(i) major oil companies generally lead prices in the market up, at the "bottom end" of price cycles, in markets where such cycles are prevalent;

(ii) independent retailers generally lead the market down (followed by major retailers over varying periods of time) ; and

(iii) generally all players determine the pump prices at their sites based on competitor sites within the local area of each site, on a daily and intra -day basis.

These behaviours have not changed over time.

Weare unable to comment on specific retailers or sites.

We refer to our previous comments.

The daily changes in retail prices and margins are determined by overall movements in cost price and by daily competitive activity in the market place.

The absolute margin, over time, is determined by the unit cost efficiency of each retailer in the market place and the return on investment required by each retailer.

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We do not have sufficient data to comment on historical margins at an overall market leveL

In the case of Woolworths, there have been significant changes to our supply arrangements since January 2004 and therefore our comments are based on the last three financial years (Jul 04 - Jun 07).

In the short term, historical average gross margins have varied from month to month depending on market activity.

As our pricing policy is to be competitive in the local market (see above), the average monthly gross margin achieved will be a function of our competitive pricing policy and the pricing tactics of our competitors in each of the local markets. Due to different pricing tactics by competitors in each local market, average gross margins will vary between markets.

As a retailer we are a 'price taker' and are unable to comment on other retailers price support arrangements.

Q28

We believe that price cycles exist due to the combination of the following factors:

•

•

•

petrol is regarded by consumers as a homogenous commodity, with very little brand loyalty at the" quality" end of the product offered;

the consumer is highly price conscious and there can be large volume shifts, on a daily basis, between retailers for a relatively small difference in price;

there is a marked difference between the brand perception, location strength and quality of offers between the major oil companies and supermarket petrol retailers as against the smaller independent retailers with the latter generally presenting a less attractive retail offer to consumers, relying primarily on price competitiveness.

Given the above we believe that the smaller independent retailers need to create a consumer perceived "price break" between themselves and major retailers to remain a credible competitor in the retail market.

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As there can be major shifts in sales volume for small pump price differences, major retailers (with varying speed of response) match the lower prices posted by independents. This downwards price spiral continues to a point where the margins become uneconomic for the major retailers (who have multiple sites affected by this behaviour).

Margins increase when major oil companies move their prices to a point where the average margin between the top and bottom of the price cycle (weighted for different sales volumes at different points in the price cycle) generally equates to their economic margin.

The time lag between when major oil companies move sites to the top ofthe price cycle and when independent retailers match is also important to the independent retailers to create and maintain their "low price" perception and to sell larger volumes as the price differential between them and the majors can be as high as 15 cpl.

The other issues, in our view, are peripheral to the main causes of price cycles described above.

As explained previously, the current W A legislative regime does not allow full intra day competition in the major WA markets. This applies to both major oil companies and independent retailers.

Therefore the sort of behaviour described in Q28 above is less likely to be observed in these markets. As a result, in our view, the Perth Market price cycles differently compared to other major capital cities.

In key metropolitan markets other than Perth, we do not believe that there is a marked difference in the operation of price cycles.

We do not have any data available to comment on the overall market.

However, based on the data relating to Woolworths sites, we believe over the last 4 years the magnitude of price cycle range has grown by between 4-6 cpl.

In our view, this is mainly due to the market being more competitive and driving the bottom of the cycle further downwards and, depending on the type of retailer ( ie. refiner I marketer of pure retailer) in some cases below net cost.

This in turn has meant that the retailer requires a higher price at the top of the cycle to achieve the required average margin to meet total cost of operations and achieve a satisfactory return on investment ..

This greater degree of competition is, in our view, in large part due to retailers being more vigilant about competitor price movements facilitated, in part, by a better

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monitoring and internal communications system to move speedily to match downward movements in prices by other competitors.

Additionally, the consumer over this time, has become more aware of and prepared to change their buying behaviour in line with the price cycle in their respective market and shop around for better prices pushing volume into parts of the weekly cycle which is at a lower comparative pump price.

The retailer then may seek to offset this low or perhaps negative margin with higher prices on the other days ofthe weekly cycle in order to achieve their required average margin. Therefore the higher the proportion of the volume purchased on the "cheap days" of the price cycle, the higher the price may occur at the top ofthe cycle.

031-032

We do not have any knowledge of price cycles in other countries.

Our more recent experience is that a majority of our volume is sold below the average price across the price cycle, with the greatest volumes being recorded in the days leading to the upward cycle.

Regarding profitability, retailers who are dependent solely on margins achieved in the retailer market, would generally look at profitability over the mid to long term. To that end, it is the average volume-weighted price over this longer term, that is important rather than the volatility of the weekly cycle.

However in terms of efficient use of assets, volumes skewing through the week causes supply and logistics problems for retailers which adversely affects their cost efficiencies.

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D. Current impediments to efficient petrol pricing and possible methods to address them

• Are there anyimpediments to pricing in general?

The pricing legislation for fuel pricing in W A is an impediment to efficient and competitive pricing. Free market principles should be allowed to exist. Government intervention which impedes the free market and efficient operation of the industry, result in increasing operating costs and require retail operators to seek to achieve higher fuel margins over the longer tenn to remain viable.

Access to product from Asian refineries and availability of independent domestic terminal capacity would increase the opportunities for importing larger volumes provided they meet the Australian product specifications.

• Is there any anti-competitive conduct (i. e. such as price collusion or taking advantage of market power) at any of the three levels of the industry?

We are not aware of an anti-competitive conduct in the industry and we operates so as to ensure that we vigorously compete with all other participants at the retail level.

• Are there impediments to importingfoel into Australia?

•

•

•

Current fuel quality standards in Australia prevent access to product out of large efficient refmeries in Asia and beyond.

The rigidity of the standards is problematic in that they inhibit independent sourcing of fuel off-shore.

Additionally, there is a lack oftenninals available to receive and store imported product, if it were to be available.

Does the relatively small number of players in the market influence the degree of competition at certain levels of the industry?

We do not believe that there is a small number of players in the retail petroleum market. With the large number of independents in the market, the 3 oil major companies and 2 supennarket operators, the level of market participation and competition is significant.

Is there adequate competition at the wholesale and distribution level?

We are unable to comment, other than the comment relating to impediments to importing.

Do government regulations impose constraints on effiCient pricing?

See comments above regarding impediments to pricing and current fuel quality standards.

• Is there adequate competition in the retail petrol market? How is that influenced by characteristics of the market?

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In our view, there is an adequate level of competition in the retail petrol market.

Independent operators are prevalent in the market as well as three oil majors and two supermarket operators all ensuring a high level of competition.

As discussed previously, this level of competition is one of the factors that leads to the weekly pricing cycles that occur in the metropolitan markets.

Consumers stand to benefit from the weekly pricing cycles in the metropolitan markets because the astute buyer is able to purchase petrol when the sell price is lower and restrict their purchases when the sell price is higher.

• Are petrol prices at the various levels sufficiently transparent and is this an impediment to efficient pricing?

The petrol prices at the retail level are extremely transparent with prices prominently displayed on roadside price boards.

At the refinery and wholesale levels, pricing is not as transparent largely due to the current fuel quality standards not allowing comparisons to "best prices" in the international market.

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3. CONCLUSION.

By way of a general summary of the key elements that demonstrate the state of the Australian retail petrol market the following majority Report of The Senate Economics Legislation Committee in December, 2006 concluded:

~the dynamics of the Australian petrol industry have changed over the past decade or so. The market has evolved from one that was highly regulated with a variety of participants to a deregulated market in which there are fewer competitors at the wholesale level, as well as a smaller number of retail outlets. Nevertheless, the competitive forces are sufficient to place downward pressure on retail prices for consumers.

" .... given the transparency and volatility of the market and its low margins, it is in fact indicative of vigorous competition.

" .... The continued viability of large independents is yet further evidence of the absence of predatory behaviour by the major retailers .... The supermarket chains have taken over the role of the independents as a strong discounting force in the markets in which they operate ..

" ... the Australian fuel market, particularly in the metropolitan areas, shows the characteristics of a strongly competitive market, from which consumers benefit ."

Dated: 31 July, 2007

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4. ATTACHMENT.

Woolworths Ltd - Number of Petrol Outlets by State and Metropolitan / Non Metropolitan Areas.

Woolworths Caltex Alliance Total Network

NSW Metropolitan 40 38 78 Non-Metro 60 16 76

OLD Metropolitan 35 19 54 Non-Metro 42 10 52

VIC Metropolitan 64 14 78 Non-Metro 56 2 58

TAS Metropolitan 12 3 15 Non-Metro ~

SAINT Metropolitan 18 10 28 Non-Metro 17 0 17

WA Metropolitan 20 21 41 Non-Metro 7 1 8

Total Network Metropolitan 189 105 294 Non-Metro 182 29 211

The Growth in the Number ofWoolworths I Caltex Outlets: 1997 to 2007.

FY97 FY98 FY99 FYOO FY01 FY02 FY03 FY04 FY05

WOOLWORTHS 11 36 51 39 29 90 31 28 24 CALTEX 0 0 0 0 0 0 0 44 73

TOTAL 11 36 51 39 29 90 31 72 97

TOTAL # SITES 11 47 98 137 166 256 287 359 456

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FY06 FY07

21 11 14 3 35 14

491 505