~~Table~~SECURITIES ofAND ~~Contents~~EXCHANGE COMMISSION

~~SECURITIES~~Washington, ~~AND~~D.C. ~~EXCHANGE COMMISSION~~20549

~~Washington,~~FORM ~~D.C. 20549~~6-K

~~FORM~~REPORT 6OF FOREIGN ISSUER PURSUANT TO RULE 13a-K16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934

~~REPORT~~Date: OFFor ~~FOREIGN~~the ~~ISSUER~~period ending 30 June 2005

~~PURSUANT~~TELSTRA TOCORPORATION ~~RULE 13a-16 OR 15d-16 OF~~LIMITED ~~THE SECURITIES EXCHANGE ACT OF 1934~~

~~Date:~~ACN ~~For~~051 ~~the~~775 ~~period ending 9 June 2005~~ 556

~~TELSTRA~~242 ~~CORPORATION~~Exhibition ~~LIMITED~~Street Melbourne Victoria 3000 Australia

~~ACN~~Indicate ~~051~~by ~~775~~check ~~556~~mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

~~242~~Form ~~Exhibition~~20-F ~~Street Melbourne~~þ ~~Victoria~~Form ~~3000 Australia~~ 40-F o

Indicate by check mark whether the registrant ~~files~~by orfurnishing ~~will~~the ~~file~~information ~~annual reports under~~contained ~~cover~~in ofthis Form ~~20-F~~is oralso ~~Form~~thereby 40furnishing the information to the Commission pursuant to Rule 12g3-F.2(b) under the Securities Exchange Act of 1934

~~Form~~Yes ~~20-F~~o þNo ~~Form 40-F o~~þ

~~Indicate~~If by“Yes” ~~check~~is ~~mark~~marked, ~~whether~~indicate ~~the~~below ~~registrant by furnishing~~ the ~~information~~file ~~contained~~number inassigned ~~this Form is also thereby furnishing the information~~ to the ~~Commission~~registrant ~~pursuant~~in connection towith Rule 12g3-2(b): ~~under the Securities Exchange Act of 1934~~

~~Yes o No þ~~INDEX

IfFixed ~~“Yes”~~Income isInvestor ~~marked, indicate below the file number assigned to the registrant in~~Presentation ~~connection with Rule 12g3-2(b):~~

~~TABLE~~Telstra OFEurobond ~~CONTENTS~~Issue 2005 – Supplementary Information Memorandum

Underlying Sales Drivers — 9 months to March 05 Broadband Lift Off What Broadband is Enabling in the Digital Home Wireless & Mobility Expansion What Device Options Are There? Sensis — a clear strategy for growth PSTN Portfolio Future Network Evolution Revenue and Margin Performance End to End Process Simplification Target Financial Parameters Effective Capital Management Our Strategy An Integrated IP Future Our Strategy Broadband Lift Off FOXTEL — a key asset in a changing landscape Wireless & Mobility Expansion Sensis — a clear strategy for growth PSTN Voice – managing the migration Underlying Sales Drivers – 9 months to march 05 Revenue and Margin Performance End to End Process Simplification Target Financial Parameters Effective Capital Management Mobiles Metrics Customer view of technology Customer view of market Market success factors Customer Segmented Operating Model Wireless success is underpinned by channel strength Wireless & Mobility Expansion Business and Government — national coverage for national clients i-mode delivered eight key benefits The i-mode holistic business model develops a sustained eco-system CSL investment provides in-house 3G experience CSL – a 3G launch case-study for Telstra ~~Four~~announces ~~Key~~successful ~~Points~~€1billion ~~There’s~~Eurobond ~~more to CS than search engines A valuable business driver An infant, not a grown up Sensis’ network is well placed to succeed Sensis’ network is well placed to succeed SIGNATURES~~issue

~~Table~~Telstra ofEurobond ~~Contents~~Issue 2005 – Additional Supplementary Information Memorandum

(PAGE 1)

~~INDEX~~ Telstra Corporation Limited Fixed Income Investor Presentation John Stanhope Chief Financial Officer Page 11 1

(PAGE 2)

~~Telstra~~Disclaimer ~~credit~~3ThefinancialinformationinthispackisbasedonTelstra’’’’sspubliclyreleased ~~rating~~financialresultsasat30June2004& ~~outlook John Stanhope~~31December2004.CautionshouldbeusedinextrapolatingTelstra’s’ssFY05resultsfrom ~~presentation to Macquarie Securities 20th Anniversary Conference~~ the’’informationinthispack.Telstra ~~announces plan to issue a €1 billion Eurobond during June John Stanhope~~’~~s presentation to ABN AMRO Communications Conference Mike Robey~~’s’’ssfinalFY05resultswillbe ~~presentation~~releasedon11August2005. to3EstimatesinthispackhavebeendevelopedbyTelstrabasedoninformationandassumptions ~~Citigroup~~knowntodate.Theyaresubjecttouncertaintiesatthisstage. ~~Wireless~~3Actualresultscouldvarymateriallyfromtheseestimates.Theyarenotaforecastora ~~Conference~~representationbyTelstraoranyotherpersonastowhatwillhappeninthefuture. ~~Bruce Akhurst, CEO, Sensis Pty Ltd – presentation to UBS Media Conference Telstra Corporation Limited appoints Chief Executive Officer Telstra Corporation Limited – CEO Contract~~Page222

(PAGE 3)

~~Table~~Agenda ofTelstra444 ~~Contents~~3PrivatisationProcess(T3)9 3Business13 3Financials26 3Regulation37 3DebtManagement41 3Summary48 Appendices50 3AustralianEconomy51 3NewCEOannounced54 3TelstraBackground58 3Sensis61 3A-IFRS64 Page333

(PAGE 4)

4 May 2005		Office of the Company Secretary
The Manager
Company Announcements Office Australian Stock Exchange 4th Floor, 20 Bridge Street SYDNEY NSW 2000		Level 41 242 Exhibition Street MELBOURNE VIC 3000 AUSTRALIA Telephone 03 9634 6400 Facsimile 03 9632 3215

Telstra Page444

(PAGE 5)

~~ELECTRONIC~~Telstra–whoarewe? ~~LODGEMENT~~ 3Australia’’s’’sleadingtelecommunicationsandinformationserviccesescompany 314thlargesttelcogloballybymarketcapitalisation(30Jun04) 3Fullservice,fullyintegratedoperatingmodel 3TelstrahasinAustralia: 3Access:>10.1mlines 3Mobiles:>8.1mcustomers 3Online:>2.7minternet customers 3PayTV:>1.3mcustomers 3InternationalpresenceinNewZealand,HongKongandregionalnetworetworks 3Continuous,rigorous,public,politicalandregulatoryscrutiny Telstra— awellestablished,worldclasstelco Page555

(PAGE 6)

~~Dear~~TelstraStructure ~~Sir~~CEOCEOCEO orSolomonTrujillo ~~Madam~~ CustomerBusinessUnitsCorporateEnablingUnitsService&ProvisionUnitsStaff: 13kStaff:4kStaff:20k Revenue$bp.a.MainFunctionsNo.OfEmployees(Approx)*Finance&AdminM&A,IT, Risk(Approx)Consumer&Marketing(JohnStanhope)Mngt&Audit,InfrastructureServices(David Moffatt)5.3FinanceServices,(MichaelRocca)18,000Productivity,TelstraCountryWide5.0 Treasury,(DougCampbell)InvestorRelationsBusiness&Government4.3CorporateSecretary TelstraTechnologies&IP2,000(DavidThodey)(DouglasGration)(TedPretty) Sensis1.4 (BruceAkhurst)Corporate&HumanRelations (BillScales)HumanResourcesWholesale2.6CorporateRelations(DeenaShiff) RegulatoryBigPond0.6Health&Safety(JustinMilne/PhilipJones) International1.3Legal(BrianPilbeam)(WillIrving) NewCEOstarts1July 2005 Page666

(PAGE 7)

~~Telstra~~Strengthfromfullservicefullyintegratedmodel ~~credit~~VirtualMobileInternetDataPrivate(CDMA&GSM)Networks ~~rating~~DomesticLongLastMileSatellitePSTN ~~outlook~~ DistanceAccessServices BroadbandBroadbandInternational DirectoriesHFCADSLCalls Research&RegionalPayTVContentVenturesDevelopmentInvestments Allproducts,allmarkets: totalcommunicationandentertainmentsolutions Page777

(PAGE 8)

~~Standard~~Ownership ~~and~~Public&Institutions ~~Poors~~Governmentof ~~today~~AustraliaAustralianInternationa ~~announced~~RetailInstitutionslInstitutions(26%)(16%)(6%) ~~that~~51.8%48.2% itFullMarketCapitalisation:A$$626262bbbb(1)(1)(1) ~~has changed Telstra’s credit rating outlook from “~~(H((HHH37b)37b)MarketCap.(FreeFloat):A+$30b(1)(1) ~~stable”~~(1)(((HHHH18b)18b)Shareholders:1.7m toT3— “(1)$5.00perTLSshare.Exchangerate:H0.60=A+$1.00 ~~negative~~fullprivatisationplannedfor2006 ~~outlook”.~~ Page888

(PAGE 9)

~~While~~PrivatisationProcess(T3) this means that Standard and Poors’ basic rating of Telstra at A+ does not change, it does indicate that in Standard and Poors’ view the environment in which Telstra operates is potentially more open to negative events than when the “A+ stable” rating was originally established. Page999

(PAGE 10)

ItT3-possibletimeline isQ1Q2Q3Q4Q4Q4Q1Q2Q3Q3Q3Q4Q4Q4MarchJuneSeptemberDecemberMarchJune ~~important~~SeptemberDecember20052005200520052006200620062006 toOfferstructureformulated ~~note~~ScopingStudyT3T3T3 ~~that~~•2004/05AnnualResultson ~~this~~•2005 is/06AnnualResultsin ~~not~~11 aAugust2005midmidmid—August ~~credit~~2006 ~~rating~~• ~~downgrade.~~T3enabling Itlegislationtabled isT3dependson annewlegislation,marketconditions&otherfactors adjustment in the credit rating outlook generated by the more uncertain environment in which Telstra is operating. There is no doubt that the regulatory environment in which Telstra operates is undergoing a period of intense focus. Page101010

(PAGE 11)

~~Importantly,~~T3-Scoping&StructureIssues(1) ~~Telstra~~3T3possiblebutnotcertain is3marketconditions ~~within~~3legislativechanges3other ~~the~~3ScopingStudyforgovernmentdue30June ~~target~~3conductedbyUBS&CaliburnPartnersandexpectedtoinclude: ~~ranges~~3capitalstructure3corporate ~~for~~structure3operationalseparation3 ~~its~~offerstructure3sale ~~key~~process/timing/logistics ~~financial parameters, including debt servicing levels, gearing levels and interest cover.~~ Page111111

(PAGE 12)

~~Telstra~~T3-Scoping&StructureIssues(2) ~~remains~~3GovernmentIssues ~~committed~~3decisiontoproceed3 tolegislativechanges3saleprocess ~~maintaining~~andinstruments3other ~~strong~~3TelstraBoard&ManagementIssues ~~financial~~3corporatestructure ~~parameter~~3capitalstructure3 ~~settings~~other ~~in the interests of its customers~~3Government&Telstraworkingonaco—ordinated,constructivebasis(asperT1&T2) ~~shareholders and employees.~~ Page121212

(PAGE 13)

~~Yours~~Business ~~sincerely~~ Page131313

(PAGE 14)

~~Douglas~~Strategy ~~Gration Company~~AligninvestmenttogrowthdriversImprovecustomerservice3Broadband ~~Secretary~~ 3Wireless 3AdvertisingStrong 3IPNetworks earningsandfreecash Costandproductivityflows Managemigrationimprovements 3Bundling 3sixsigma3FixedSMS3crosscompanyprocessreview3reducingcostofservicedelivery Executionwilldeliver strongershareholderreturns Page141414

(PAGE 15)

Telstra’smarketshareremainsstrong ~~Corporation~~BasicAccessLocalDomesticLDInternationalLD18%20%(16%)(18%)71%71% ~~Limited~~63%50%(74%)(65%)(52%)(75%) ~~ACN~~SensisAdvertisingMobileDataSubscriptionTV(mainmedia)13% ~~051~~45%64%59%(46%)(64%)(58%) ~~775~~NarrowbandBroadbandInternet&IP ~~556~~Telstrashare ~~ABN~~26%38% 33(26%)38%41%(37%) ~~051~~(42%)(39%)Other ~~775~~Resold ~~556~~Fullservicemodel()previousyear Source: Managementestimates 04/05&(03/04) providescompetitiveadvantages Page151515

(PAGE 16)

~~Table~~MarketcompetitioninAustralia CarrierFixedVoiceMobilesData (%)(1)(1)(1) (%)(1)(1)(1)(%)(1)(1)(1) Telstra717171464646474747Optus/SingTel111111353535202020AAPT/TCNZ444 —666Vodafone—151515—Hutchison—444—Other141414—272727 Telstraleads Source:CSFBreport2005(1.%of ~~Contents~~revenue) inallmarketsegments Page161616

(PAGE 17)

~~Telstra~~Diverserevenuestreams ~~Corporation~~VariousIntercarrierSolutionsControlled ~~Limited~~ServicesManagementEntities ~~Macquarie~~2%2%2%8%8%8%OtherSales5%5%5% ~~Securities~~&Service*11%1111%%%Data&Internet13%13%13% ~~20th~~BasicInboundAccessCalling14%14%14%Products2%2%2%LocalCallsMobiles ~~Anniversary~~PSTN7%7%7%17%17%17%Sensis(AdvertisingNationalFixedtoValue ~~Conference~~& Directories)MobileLongAdded6%6%6% Internat.DistanceServices7%7%7% Direct6%6%6%1%1%1%1%1%1% Strengthandstability *OtherSales&Serviceincludesothersales&service,payphones& throughdiversitycustomerpremiseequipment,investmentincome Page171717

(PAGE 18)

~~John~~IntegratedIPfuture ~~Stanhope~~YesterdayTomorrow Fixednetwork andservices Wirelessaccess Mobilenetworkand services IPNETWORK InternetnetworkandservicesFixedaccess ShifttoIP canbemanagedeffectively Page181818

(PAGE 19)

~~Chief~~Broadbandlifts-off ~~Financial~~BroadbandSubscribers(000s) ~~Officer~~1,479 1,233 761761 761 806806806611611611 508508508 379379379361361 361 220220220 245245245718718718 121121121622622622Wholesale575757427427427 240240240288288288Retail188188188 Dec02Jun03Dec03Jun04Dec04Mar05 Broadband— continuedstronggrowth Page19191

(PAGE 20)

“AFOXTELPayTVJV–akeyasset ~~changing~~3FoxtelPayTV–akeyelementinTelstraproductbundle ~~landscape”~~3Interactivecontentfuelsdemand ~~Page~~3Deliveryviasatelliteandcable 13Digitalroll-outwithmoresophisticatedsettopbox 3Committedtoour50%shareholding(NewsLtd&PBL25%each) FOXTEL— deliveringabetterTVexperience Page202020

(PAGE 21)

~~Table~~Wireless&mobilityexpansion of2G2G2G2.5G3G3G3G ~~Contents~~Infrastructureshare GSM EDGE 100Kbps25Kbps2-10Km GSM5-5-35Km3GSM (WCDMA)Telstra 9Kbps GPRS250KbpsHSDPA 5-35KmStrategic 2-10Km3Mbps Position CDMACDMAActiverollout 1xEVDV 1xRTTRetainingoption14Kbps80Kbps1xEVDO1xEVNotcurrently9-60Km -9-50Km-DOpursuingRevA 300-600Kbps National600–700Kbps 9-30Km 9-30Km rollout- Flarion BroadbandIP1.5Mbpswireless3-8Km Tria l WiMax 3GSMnetwork readysecondhalf2005 Page212121

(PAGE 22)

~~Underlying~~WirelesscapabilityinAustralia ~~Sales~~32.5G ~~Drivers~~31xNationalrolloutcomplete3i-mode –3PushToTalk 933GGSM ~~months~~3JVEstablished-nationalmetrocoverage to3Networkextensionunderway ~~March~~3Servicestobeoffered1H05/06 0533GCDMA 3EVDO-capitalcityandselectedregionalcoverage 3SeamlesshandovertoCDMA1x 33GWiFi 3Locationsexpandingincludingpublicpayphones Roll—outslargelytimed tomeetcustomerdemand Page222222

(PAGE 23)

~~-170~~Sensis–acleargrowthstrategy M&ADomesticLocalAdvertisingM&ABusinessServices andM&A searchEstablishandgrowSensisSearch viasensis.com.au/sensis1234/SensisWireless LocalAdvertisingBrands BusinessServices YellowPages TradingPostFutureWhitePages AutoTrader™™™InvizageTechnologychannelCitySearchLocation& NavigationJustListed™™™growthWhereisBusiness InformationServicesZestforlifeMediaSmartNewPrintOnline VoiceWirelessiTViTViTV Corebusiness—integrate,expandandgrow Commercialsearch isthefutureforSensis Page232323

(PAGE 24)

~~Movement~~PSTNVoice–managingthemigration ~~Drivers~~Challenges ofmobilecompetitivedisruptiveregulatorysubstitutionPressurestechnologies A$M Revenue Growth A$M Actual Growth% —— —— — 251 Internet & IP solutions 975 35 238 Total mobiles 3,097 8.3 133 Other Sales & Service 566 31 86 Pay TV 192 81 83 Advertising & Directories 1,081 8.3 -30 ISDN 671 intervention(~~4.3~~ VOIP/ULL) ~~-45~~PSTN ~~Specialised~~Response ~~Data~~Investigatingpricingstrategy ~~729~~TriallingVOIP ~~(5.8~~F2MConvergenceframework )Product/Packagedevelopment PSTN ~~5,845~~stillasignificantcashflowgenerator ~~(2.8 )~~Page242424

(PAGE 25)

~~Strong~~Maininternationaloperations-keyfinancials ~~Growth~~CSLTelstraClearReach in(HKMobiles)(NZ’(NZ(NZ’’’ssNo ~~Mobiles~~2telco)(Int.connectivityJV)(Standalonebasis) (Standalonebasis) 1H041H051H041H05CY04HK$mNZ$mUS$mTotalrevenue2,0142,173337351 ~~Internet~~323EBITDA6626237878100EBIT252208(5)1 &3Successfullaunchof3G3Retailrevenue3OutsourcedmodelCommentsinDec IP04growth7%focusedonparents’ 3Pricingpressure3Strengthened ITcapacityrequirementsremainsintensecapabilities KeyInternationalventures insoundcondition Page252525

(PAGE 26)

asFinancials ~~PSTN voice declines Page 2~~Page262626

(PAGE 27)

~~Table~~5yearfinancialsummary ofYearended30June(1) ~~Contents~~A$b20002001200220032004 Totalrevenue20.623.1(3)(3)(3)20.921.721.3 EBITDA8.6689.8899.5599.210.2 EBIT5.9957.0076.2265.76.6Profitaftertax&minorities3.7734.1143.7(4) (4)(4)3.4(4)(4)(4)4.114Shareholders’’’’equity (3((3)33)))11.613.714.115.415.4Operatingcashflow6.5 566.6667.1177.17.4Returnonaverageequity(%)33.732.726.8(4)(4) (4)23.2(4)(4)(4)26.8Freecashflow(aftercapex)1.7 710.2(2)(2)(2)3.8834.64.2Operatingcapex4.7744.4443.5533.3 3.0 Steadyresults1.AuditedannualfinancialstatementsasperAGAAP 2. Afterproviding A$2.8bcashflow for AsianJVs(PCCW) 3.IncludesA$3bfromrevenuefromsaleofassets(PCCWJV)inperiodof industryturmoil4.Note:Approx.A$1bwritedowninCSLYE02andapprox. A$1bwritedownfor ReachYE03impact thePATandROE Page272727

(PAGE 28)

~~Broadband~~Underlyingresults(1H05) ~~Lift~~$bb ~~Off~~1H041H05% SalesRevenue10.4610.954.8UnderlyingDomesticSalesRevenue9.7410.184.5 OperatingExpenses5.355.553.8EBITDA5.265.494.3EBIT3.463.665.9NPAT2.132.32 8.8EBITDAMargin50.3%50.1%(0.2)EBITMargin33.1%33.4%0.3DomesticOperatingCapex (inc.3G)1.331.833FreeCashFlow1.832.1820 Deliveringon*Caution—shouldnot extrapolatehalf improvedbusinessperformanceyeartofullyear Page282828

(PAGE 29)

~~Broadband~~PSTNvoiceproducts ~~Subscribers~~—1.9% $4,200$90m(~~000s~~$89m) 1$4,100PSTN ~~479~~$4,047m($51m) —PSTNMaximisingPSTN 1($15m)($2m)$4,~~233~~000($8m)$3,972m ~~761~~voicethrough: ~~806~~$3,9003Bundling$3,8003Rebalancing ~~611~~3Featurepenetration ~~508~~$3,700 ~~379~~3C ~~361~~allcompletion ~~220~~$3,600 ~~718~~$3,500 ~~245~~1H04BasicLocalSTDIDIDIDFixedtoVAS1H05AccessCallsMobile ~~121~~Optimisingcashflow*Caution—should ~~622~~notextrapolatehalf 57fromfixednetworkyeartofullyear ~~427 Wholesale 188 240 288 Retail 1 H 03 FY 03 1 H 04 FY 04 1 H 05 Q305~~Page292929

(PAGE 30)

~~Continued~~Mobiles–continuingtodeliver ~~strong~~IncludingTerminatingRevenue ~~growth~~MobileARPUspermonth($) $2,62020m2020mmm100100100 Inclterminating $2,43333m3333mmm+7..7%77%%% $198m808080Postpaid$77 Handsets $186m $526m606060Blended$53 Terminating$507m+3.7%404040 Pre paid$19 202020 000 Dec02Jun03Dec03Jun04Dec04 MobileServices$1,896m$1,740m +9.0% 3SIOgrowth14% 3PrepaidSIOgrowth32%,postpaid4%1H041H053Mobile datagrowth24% Solidperformancein*Caution—should notextrapolatehalf increasinglycompetitivemarketyeartofullyear Page303030

(PAGE 31)

inSensis–consistentgrowthstory ~~sector~~RevenueEBIT UnderlyingGrowthUnderlyingGrowth $508m $952m$453m$22mTPGTPGTPG $76mTPGTPGTPG +7.3% +8.3% Sensis $809m$876m$486m $453m (inc.$40m(inc.$62m(inclother) Other)SensisOther) (incOther) 1H041H051H041H05 3Growthinonline&voice 3Higher1HduetometroYellowPagesreleasein2Q 3TradingPost(TPG)meetingexpectations OtherreportedeportedinTelstraacrossothersalesandservice,solutions managementagementandotherrevenue * Sensis—Caution—should not extrapolatehalf year deliveringonstrategytofullyear Page313131

(PAGE 32)

~~Page~~Underlyingsalesdrivers-1H05 3MovementDriversofA$MGrowthA$MRevenueGrowthActual% 168Totalmobiles2,0948.7155Internet &IPsolutions62433100OtherSales&Service37636.2 565656PayTV12186.2454545Advertising& Directories8145.9 -2020ISDN453(4.2)-2121SpecialisedData495(4.1)-75 75PSTN3,972(1.9) StronggrowthinMobiles,Internet&IP*Caution—should notextrapolatehalf asPSTNvoicefallsyearto fullyear Page323232

(PAGE 33)

~~Table~~Underlyingoperatingexpenses of+3.8%$5,547m($1)m$5,345mmmm ~~Contents~~$29mEquity Labour+1.3% Accounted losses$1,656mmmm3Salaryincreasesabsorbed$1,635mmmm 3Lowerredundancyexpense 3Greaterfrontofhousecapability Goods&ServicesPurchased+17.0% 3Satisfyingcustomerdemand$1,737m$2,033m3Handsetsubsidies 3Growthinnetworkpayments 3PayTVbundling Otheroperati ngexp.—4.4% 3LowerITsupportcosts$1,944m$1,859m 3Improvedcreditmanagement 3Focussedmarketingcampaigns 3Lowerplant&equipmentcosts 1H041H05 Costgrowth*Caution—shouldnotextrapolatehalf largelydemanddrivenyeartofullyear Page333333

(PAGE 34)

~~What~~Capitalexpenditure&depreciation ~~Broadband~~CAPEXD&A is1H051H05DomesticcoreDepreciation& ~~Enabling~~Total=$1,774mTotal=$1,824m inCapexallocatedAmortisation ~~the~~777777313131616161 ~~Digital~~tomeetdemand.........131131131growth ~~Home~~315315315 isslowing......... 215215215 934934934 1H043863863861H04 1,448 Total=$1,332mTotal=$1,802m +33%+1.2%292929606060120120120 MeetCurrentDemand298298298 111111111 NewRevenueGrowth Including3G 143143143DepreciationAssetLifecycleMgt 771771771AmortisationEfficiency158158158(exgoodwill)Retention 1,444GoodwillCompliance FY05capexguidance*Caution—should notextrapolatehalf $3.3billionincluding3Gyeartofullyear Page343434

(PAGE 35)

~~Integrated~~Capitalmanagementdrivers ~~customer~~3Stableoperatingandregulatoryenvironment ~~solutions~~3Focusondomesticcorebusiness(includesNZmarket) 3Robustcashflows 3Ongoingproductivityimprovements Largelydrivenby coredomesticbusinessenvironment Page353535

(PAGE 36)

~~Page~~Targetfinancialparameters 4%1.PayoutRatio(OrdinaryDividendsDeclared)%2.Gearing–––Net Debt WeakerWeaker555555100TargetZone45—55%55%55%505050 TargetZone80%808080454545 606060404040 404040Stronger353535StrongerJun00Jun01Jun02Jun03Jun04Dec05 Jun00Jun01Jun02Jun03Jun04Dec05 Times3.InterestCover–––EBITDA/NetIntExpTimes4.DebtServicing––– NetDebt/EBITDA 151515Stronger2.002 WeakerTargetZonegreaterthan8times1.771TargetZone1.3–––1.7times 1010101.441 1. 1115550.880 0000.550 StrongerJun00Jun01Jun02Jun03Jun04Dec05WeakerJun00 Jun01Jun02Jun03Jun04Dec05 Targetparametersprovideflexibilityforthefuture withfurthercapitalreturnsof$1.5bpaovernext2years Page363636

(PAGE 37)

~~Table~~Regulation ~~of Contents~~Page373737

(PAGE 38)

~~Wireless~~Industry/Regulatory &framework ~~Mobility~~OmbudsmanConsumerCompetitionTIOpolicypolicy ~~Expansion~~•PriceCaps •Servicequality •Accessdeficit•Conductregime •USO•Investment •Accessregime •Other(egfreeDA)impact ACAACCC TechnicalregulationACIF ACCC=TheAustralianCompetitionandConsumer AustraliahaswelldevelopedCommission ACA=AustralianCommunicationsAuthoritycompetitivetelcoenvironment ACIF=AustralianCommunicationsIndustryForum TIO=TelecommunicationsIndustryOmbudsmanPage383838

(PAGE 39)

~~3GSM~~Australianregulatoryenvironment ~~network~~31992–competitionintroduced(2networkcarrierlicenses,3mobiles) ~~ready~~31997–opencompetition(unlimitedentry) ~~second~~3Socialregulation ~~half~~3minimumnationalfixedlineservice(USO=UniversalServiceObligation)fundedby ~~calendar~~telcoindustry3pricecapofCPI+4%forbasicaccesswithoffsettingCPI-4.5% 05reductionsinfixedcalls(currentpricecapexpires1Julyandisbeingreviewed)3 minimumservicestandardsforoutlyingregions 3Competitionregulation 3Regulatedaccesspricingfordeclaredserviceshasscopefor commercialnegotiations.(Declaredservicesinc.unbundledlocalloop, originating/terminatingaccess,localcallresaleandspectrumsharing.) 3Localnumberportability1997 3Mobilenumberportability2001 TelstrahasdemonstratedtrackrecordNote:Pricecapsnowapply tolessthan50%ofTelstra’s ofeffectivelymanagingregulationrevenues Page393939

(PAGE 40)

~~Table~~Regulatoryissues ofCurrent ~~Contents~~3Pricecapsreview 3Mobileterminationpricing 3FinaldecisiononULL/LSSundertakings 3USOcostingfor2005-2008 3T3regulatoryreview 3Regulationofbroadbandcompetition(ULL) 3Localcallservicereview Future 3FTTH,FTTNNextGenerationNetworks (Fibretothehome&node))) 3 VoIP(Voiceoverinternet protocol))) 3 T3—FullPrivatisation Regulatoryissues proactivelymanaged Page404040

(PAGE 41)

~~What~~DebtManagement ~~Device Options Are There?~~Page414141

(PAGE 42)

~~Mobile~~Longtermdebtmaturityprofile ~~Connectivity~~CurrentProfilevTarget ~~Solutions~~A$bbA ~~Mobile~~Years333Av.MaturityDuration ~~Handset~~Current4.8843.8832.552Target43336663333555 222Focusarea 1.551111 0.550 000 05/~~PDA’s~~0606/0707/0808/0909/1010/1111/1212/1313/1414/1515/1616/1717/18 PC18/19+Years ~~Cards~~Nextborrowingtargetedto lengthenmaturityprofile Page424242

(PAGE 43)

~~USB~~05/06fundingrequirementsandsources ~~devices~~FundingRequirements:A$b -Maturinglongtermdebt1.0 -Netinternalcashflow1.4Total2.4 FundingSources -Longtermborrowings1.6 -Reductioninliquidassets0.0 -Increasedshorttermborrowings0.8Total2.4 AH1bHH1bissuemeetslongtermborrowingsNote:Approximateonly. Areadjustedcontinually overplannedfor05/06 yeartoreflectcashflows, capitalinvestments,sales,etc. Page434

(PAGE 44)

~~Devices~~343 toDebtfacilitiesatJune05 ~~suit~~SizeTypeDrawnLong:H8bDebtIssuanceProgramH2.3b(A$3.9b)US$1.25bSEC ~~customer~~RegisteredShelf(US)nilShort:A$2bDomesticCPProgramnilUS$4bUS““H0.16b(US$0.2b) ~~needs~~H4bEuro““NilNZ$(NA)NZ““H0.12b(NZ$0.2b)Standbys:A$0.8bCommittedstandbylines NiluptoA$1bSubstantialcommittedo/dNil Drawdownsandlowutilisationlevels giveamplecapacity Page444444

(PAGE 45)

~~Table~~Keydebtparameters of(yearendJune30) ~~Contents~~A$b2001200220032004 GrossDebt14.113.712.311.9NetDebt(1)12.512.311.011.2InterestCover (2)(x)12.710.710.212.9NetDebtRatio(%)48.047.042.042.0DebtCoverageRatio (3)1.31.31.21.1 Reflectfinancial(1)Afterdeductingcash&liquidfinancialinvestmentsfromGrossDebt (2)NetinterestcoverbasedonEBITDA&includescapitalisedinterest strengthandflexibility(3)EBITDA/NetDebt Page454545

(PAGE 46)

~~Sensis~~Telcocreditratings(May05) –SBCSBCSBC aMoody’’ss’’Comm.FTFTFTBellSouthCorpDTDTDT ~~clear~~VodafoneKPNKPNKPN ~~strategy~~TelstraTCNZKTCorpQWest ~~for~~TeliaC&WC&WC&W ~~growth~~NTTSingTelTELEFBTBTBTSprintAT&TSonera(UK) Aa2Aa3A1A2A3Baa1Baa2Baa3Ba3Ba1 S&PS&PS&PSBCSBCSBCInvestmentNoninvestment Comm.grade grade BellSouthFTFT FTCorp average Telia DTDTDT OutlookSonera TelstraTELEF KPNKPNKPN NegativeSingTelVodafoneKTCorp VerizonBTBTBTSprintAT&TC&WC&WC&W NTTTCNZQWest Positive AAAA-A+AA-BBB+BBBBBB-BB+BBBB- Telstra remainsamongthestrongtelcos Page464646

(PAGE 47)

~~Integrate,~~Telstracreditratings ~~expand~~AgencyLongShortOutlook ~~and~~Standard&Poor’sA+A1NegativeMoody’sA1P1NegativeFitchA+F1Stable ~~grow~~Negativeoutlook ~~the~~largelyreflectsincreasedT3eventrisk ~~core business~~Page474747

(PAGE 48)

~~Local~~Summary ~~Advertising M&A Domestic Business Services M&A~~Page484848

(PAGE 49)

~~Establish~~Investmenthighlights ~~and~~3Fullserviceandfullyintegratedtelco–––strongmarketposition&wide ~~grow~~rangeofproducts&services ~~Sensis~~3Diversity–––fromanAustralianinvestment ~~Search~~3Regulatoryriskrelativelylow—welldevelopedcompetitiveenvironment ~~sensis~~3StrongestAustralianfranchise(No.1positioninallsegments) ~~com.au/sensis~~3Demonstratedtrackrecordinhighlycompetitiveenvironment ~~1234~~3Successfullymanagedderegulation /3Provencostcontrol ~~Sensis~~3Capexcontrol ~~Wireless~~3Strongcashflows 3EventriskincreasedduetoT3 Opportunityfor qualityinvestmentofferingdiversity Page494949

(PAGE 50)

~~Local~~Appendices ~~Advertising Brands~~Page505050

(PAGE 51)

~~Yellow~~Australian ~~Pages®~~Economy White Pages® CitySearch® Trading Post® AutoTrader™ JustListed ™ Business Services Invizage Technology Location & Navigation Business Information Services Domestic Business Services M&A Future channelPage515151

(PAGE 52)

~~Commercial~~Australia–keystatistics ~~Search~~KeyStatistics: is3GDPUS$617b(calendar2004) ~~the~~3Population20.2m ~~future~~3LandMassArea:7.7msquarekms(similarsizetoUSAorEurope)Coastline:60 ~~for~~mmeters ~~Sensis~~EconomicForecasts–––KeyVariables ~~Page~~Variable02-0303-0404-05(f)05-06(f)06-07(f)GDP3.2%4.0%2.3%3.3%3.5% CPICPICPI3.1%2.4%2.5%2.3%2.6%Wagesgrowth3.5%3.6%3.7%4.0%3.4%Employmentgrowth 2.5%1.8%2.7%18%18%18%1.5%Unemploymentrate*6.2%5.8%5.1%5.4%5.3% Source:TelstraEconomics&ABS*Yearaveragelevel(f)=TelstraForecast Australia— politicallystablewithdiverseeconomicbase Page525252

(PAGE 53)

~~Table~~Australia–keystatistics ofGROWTHINMAJORECONOMIES400POPULATIONDENSITY ~~Contents~~350Personsperkm22210%RealGDPGrowthoverYeartoMarch2005 3008%250 6%2001504%1002%50 0%0 JapanUSAustraliaUKFranceCanadaGermanyItalyChinaIndiaJapanIndiaUK GermanyChinaIndon.FranceUSANZAustralia -2% NOMINALGDPperCAPITA(2004)INDUSTRYCOMPOSITIONOFAUSTRALIA 40BasedonyeartoMar.2004 30OtherGovernmentannum17%17%per20AgricultureK US4%Finance $10Worldaverage Manufacturing23%12% 0Mining Communications USJapanUKFranceGermanyCanadaAustraliaItalyChinaIndia4% 3%ConstructionWholesale Australianeconomy—7%/retail 13% somekeycomparables Source:TelstraEconomics,ABS&GlobalInsightPage535353

(PAGE 54)

~~PSTN~~TelstraCEO Portfolio PSTN Challenges regulatory intervention mobile substitution competitive Pressures disruptive technologies (VOIP/ULL) PSTN still a significant driver of cashflow Response Investigating pricing strategy Trialling VOIP Product/Package development F2M Convergence framework PSTN still a significant driver of cashflow Page 8Page545454

(PAGE 55)

~~Table~~NewCEO ~~of Contents~~Page55

(PAGE 56)

~~Future~~5555 ~~Network~~NewCEOcont ~~Evolution~~Page565656

(PAGE 57)

~~Today:~~NewCEOcont ~~Separate Networks Future: Unified Architecture~~Page575757

(PAGE 58)

~~“Service/functions~~TelstraBackground ~~tightly coupled with each network/access” “seamless service over any access”.~~Page585858

(PAGE 59)

~~A dramatically simplified network~~595959Page

(PAGE 60)

~~Page~~arstel 9BellSouthTGSJBW Research GSJBWResearcharnemscooSis iawS Tel snoitItaliacai TelecomnummoC Zealand elefonicaT BCS NewmcoaicTeleonf VerizonTele mcomlecole TeeTecn ceran SalesGrowthFraFlanda EBITDAMarginhBellSout ZeNewelecommolecT mcoeTeleT erporegapo ainSingS lstraemkoT leTeschetDeuare komeonS Teliascheel tT DeupuGro izonreV BT keycomparablesSwisscomGroupBT Italia ecomle TCommunications Telstra-24.0%16.0%8.0%0.0%-8.0%60.0%40.0%20.0%0.0%SBC strong&wellpositioned Tels tra Integratedconsumercommunicationsvision HouseholdServices AccessLinePayTV&Videoon—Narrowband, DemandBroadband—Mediaserver HomeNetwork HomeSecurityoptionsMonitoring&—gateway,firewall, AutomationwirelessLAN Objective––– buildingstrongercustomerrelationships Page606060

(PAGE 61)

~~Table~~Sensis ~~of Contents~~Page616161

(PAGE 62)

~~Revenue~~Sensis-newgrowthopportunities ~~and~~Commercialsearchisfragmenting ~~Margin~~PrintVoiceOnlineWirelessIncar ~~Performance~~3Directories3Directory3Directories3Directories3Locationassistance 3Classifieds3Search3Search3Localbusiness 3Tele-searchenginesengines search 3Nichepublications3SMSservices3Classifieds3Classifieds3Localproductsearch 3 Auctions3Localbusiness andproduct 3 Comparisonsearch 3 Location 3Events 3 Verticalsearch 3 Location Page626262

(PAGE 63)

~~Underlying~~Sensis’network-wellplacedtosucceed ~~Sales~~Directory ~~Revenue~~Directories &Assistance ~~Margin~~Classifieds ~~Domestic~~Verticals ~~Underlying~~SearchSensisWireless ~~Sales~~Location& ~~Revenue~~Navigation PrintOnlineVoiceInInIn—carcarcarWireless Page636363

(PAGE 64)

~~Focus~~A-IFRS ~~on costs required to keep margins high~~Page646464

(PAGE 65)

~~Page~~Cautionarystatement 103ThefigurespresentedareourcurrentbestestimateoftheconsequencesforTelstraof adoptingA-IFRS–accordingly,theyremain subjecttochange 3Allamountsarepreliminaryandunaudited,butreflectthework-in-progressofourIFRS projectteam,andarebasedonA-IFRSstandardsandinterpretationasat1March2005 3Allforwardlookingstatementsrepresentourbestestimatetodateandshouldnotberelied uponasafinalorexhaustivestatementofallpossibleeffectsofA-IFRSwhenultimately adoptedinFY06 3Forwardlookingstatementsareinherentlyuncertainastheyarebaseduponcurrent assumptions,expectations,understandings,analysisandforecaststhatmaynotturnouttobe correct ·Theforwardlookingstatementscontainedinthisdocumentspeakonlyasof thedateofthispresentation.Telstradoesnotundertaketoupdateanyforwardlooking statementstoreflecteventsorcircumstancesafterthedatehereof,ortoreflectthe occurrenceofunanticipatedevents. 3Ourestimatesdonotincludetheeffectorlikelyeffectoffuturetransactionsornew ventures/acquisitionsonfinancialstatements-theyarebasedoneventsupto30November 2004. Page656565

(PAGE 66)

~~Table~~A-IFRSatTelstra–keymessages of3NoimpactonTelstra’sstrategyandbusinessperformance: ~~Contents~~3ManagementdecisionsarenotaffectedbyA-IFRS 3Telstra’soperationsarenotimpacted 3UnderA-IFRSthereislikelytobeincreasedvolatilityinearnings 3A-IFRSwillnotsignificantly affectnetcashflow,abilitytoborrowfunds,ordividendscapacity 3Nochangetocommitments 3Nochangetoreturnstoshareholders Focusonfreecashflows isnotcompromised Page666666

(PAGE 67)

~~End~~A-IFRSimplementationtimeline to3IFRSprojectteamtomanageconvergencetoA—IFRS ~~End~~3FirstsetofA—IFRSfinancialstatementswillbeforthehalf—yearended ~~Process~~31December2005,andforthefinancialyearended30June2006 ~~Simplification~~A-IFRS–HalfA-IFRS–FullyearyearOfflinemodeldeveloped,andreportingto reportingtoFinalnarrativeassessmentofkeyTransitionalinclude1yearinclude1or2 transitionalTelstrastartsA-impactsandprojectstatusimpactsofyearsofimpactsIFRS projectdisclosedreportedcomparativescomparativesreported July 1July31Dec30June31Dec30June31Dec30June0n2 03030404050506 Projectonschedule tomeetimplementationmilestones Page676767

(PAGE 68)

~~Cross~~Keytransitionimpacts ~~company~~3Knownestimableimpactsreportedin31December2004half—yearfinancial ~~approach~~statements to3Nochangetotheseestimatedimpactstodate ~~improving~~Transitiondate1July2004$million(unaudited) ~~service~~AGAAPtotalequity15,361Totalreductioninequity(852)A-IFRStotal ~~delivery~~equity14,509 Majorcomponents-increase/(decrease)inequity: ConsolidationofTESOPandGrowthshareTrusts(291)Sharebased remuneration55Carryingvaluedifferencesfromthetaxbase(184) Definedbenefitpensionassets400Retranslationoftheoverseas goodwillbalances*(302)Expensingofborrowingcostspreviously capitalised*(322)Equityaccountingofcapacityprepaymentfor ReachLtd(208) *OptionaladjustmentsunderA-IFRS Transitiondateof1July04 applies Page686868

(PAGE 69)

~~Page~~Ongoingimpact-financialhighlights 11Sixmonthsto31December 2004Increase/(decrease) AGAAPA-IFRS31December 2004$million$million$ million(unaudited)(unaudited) (unaudited) Incomestatement SalesRevenue11,27511,275-Totalincome11,38211,360(22)Total expenses5,8455,87126EBITDA5,5375,489(48)Depreciationand amortisation1,8501,733(117)EBIT3,6873,75669Netfinancecosts 37142453NPAT2,3372,39154 Earningspershare Basic18.619.10.5Diluted18.619.00.4 Dividendpayoutratio74.5%72.9%-1.6% Netassets15,25414,508(746)Netdebt11,97211,967(5) Netcashflow4204222Freecashflow1,6091,976367 TheimpactofAASB132/139FinancialInstrumentshasbeenexcluded fromthisanalysisduetotherelevanttransitiondatebeing1July 2005.Eachoftheaboveitemsisaddressedinmoredetailinthe followingpagesandtheAppendix. Earningsmaybemorevolatile, butnetcashflownotsignificantlyaffected Page696969

(PAGE 70)

~~Table~~Targetfinancialparameters ofSixmonthsto ~~Contents~~31Increase/ December2004 (decrease) AGAAPA-IFRS31Dec.2004Target (unaudited)(unaudited)(unaudited) Payoutratio(ordinarydividendsdeclared)80%74.5%72.9%-1.6% Gearing-NetDebt45-55%44.0%45.2%1.2% InterestCover-EBITDA/Greater NetInterestExpensethan813.212.9(0.3) DebtServicing-Net1.3-1.7 Debt/EBITDAtimes1.11.10.0 TheimpactofAASB132/139FinancialInstrumentshasbeenexcludedfromthis analysisduetotherelevanttransitiondatebeing1July2005. Debtcoverageratios notmateriallyimpacted Page707070

(PAGE 71)

~~Target~~TelstraTreasuryWebsite ~~Financial~~http://www.telstra.com.au/communications/treasury/index.cfm ~~Parameters~~Page717171

(TELSTRA LOGO)

1. Payout Ratio (Ordinary Dividends Declared)


14 June 2005		Office of the Company Secretary

The Manager		Level 41
		242 Exhibition Street
Company Announcements Office		MELBOURNE VIC 3000
Australian Stock Exchange		AUSTRALIA
4^th Floor, 20 Bridge Street
SYDNEY NSW 2000		Telephone 03 9634 6400
		Facsimile 03 9632 3215

2.ELECTRONIC ~~Gearing – Net Debt~~LODGEMENT

3.Dear ~~Interest~~Sir ~~Cover~~or ~~– EBITDA/ Net Int Exp~~Madam

4.Telstra ~~Debt~~Eurobond ~~Servicing~~Issue –2005 ~~Net~~— ~~Debt/EBITDA~~Supplementary Information Memorandum

~~Target~~Please ~~parameters~~find ~~provide~~attached ~~flexibility~~a ~~for~~Supplementary Information Memorandum which has been lodged with the United ~~future~~Kingdom Listing Authority. This updates the original Information Memorandum dated 23 September 2004.

~~Page~~Yours 12sincerely

(DOUGLAS GRATION SIGNATURE)

~~Table~~Douglas ofGration Company ~~Contents~~Secretary

~~Effective~~Telstra ~~Capital~~Corporation ~~Management~~Limited ACN 051 775 556 ABN 33 051 775 556

~~Ordinary~~Supplemental ~~Dividend~~Information ~~+8% $4.9b cash returns FY05~~Memorandum

(TELSTRA LOGO)

~~Increasing~~Telstra ~~cash~~Corporation ~~returns~~Limited (ABN ~~for~~33 ~~shareholders~~051 775 556) (incorporated with limited liability in the Commonwealth of Australia)

~~Page~~€8,000,000,000 Debt 13Issuance Program

~~Table~~These supplementary listing particulars (“supplemental Information Memorandum”) are prepared in connection with the €8,000,000.000 Debt Issuance Program (“Program”) of ~~Contents~~Telstra Corporation Limited (“Issuer”) and are supplemental to. and should be read in conjunction with the Information Memorandum dated 23 September 2004 (“Original Information Memorandum”). This Supplemental Information Memorandum comprises supplementary listing particulars as required under section 81 of the Financial Services and Markets Act 2000 (“FSMA”).

~~Our~~Copies ~~Strategy~~of ~~Improve~~this ~~Align~~Supplemental ~~Investment~~Information ~~customer~~Memorandum, ~~service~~which comprises supplementary listing particulars approved by the United Kingdom Listing Authority in accordance with Part VI of the FSMA, have been delivered for registration to ~~growth~~the ~~drivers~~Registrar of Companies in England and Wales as required by section 83 of the FSMA.

~~Cost and productivity improvements~~Arranger

~~- six sigma — cross company process review — reducing cost of service delivery~~JPMorgan

~~Execution~~6 ~~will~~June ~~deliver shareholder returns~~2005

-Important ~~Broadband — Wireless — Advertising — IP Networks~~Notice

~~Manage migration~~Responsibility

-Unless ~~Bundling~~otherwise —defined ~~Fixed~~in ~~SMS~~this Supplemental Information Memorandum, terms defined in the Original Information Memorandum have the same respective meaning where they appear in this Supplemental Information Memorandum.

~~Page~~The 14Issuer accepts responsibility for all information contained in this Supplemental Information Memorandum. To the best of the knowledge and belief of the issuer (which has taken all reasonable care to ensure that such is the case) the information contained in this Supplemental Information Memorandum is in accordance with the facts and does not omit anything likely to affect the import of such information.

~~Table~~Any reference in this document to listing particulars means this document excluding all information incorporated by reference. The Issuer has confirmed that any information incorporated by reference, including any such information to which readers of ~~Contents~~this document are expressly referred, has not been and does not need to be included in the listing particulars to satisfy the requirements of the Act or the Listing Rules. The issuer believes that none of the information incorporated therein by reference conflicts in any material respect with the information included in the listing particulars.

~~MEDIA~~This ~~RELEASE~~Supplemental Information Memorandum should be read and construed with any amendment or supplement to it, with any Pricing Supplement and with any other documents incorporated by reference as set out under the section in the Original Information Memorandum entitled “Documents Incorporated by Reference” provided always that any such amendment or supplement and any other such documents incorporated by reference shall not form part of the listing particulars or the supplementary listing particulars as comprised by the Original Information Memorandum and this Supplemental Information Memorandum, respectively.

18None ~~May~~of ~~2005~~the ~~177~~Arranger /nor, ~~2005~~when appointed, the Dealers makes any representation or warranty, express or implied as to, nor assumes any responsibility or liability for the authenticity, origin, validity, accuracy or completeness of, or any errors or omission in any information statement, opinion or forecast contained in this Supplemental Information Memorandum.

~~Telstra~~No ~~announces plan to issue a €1 billion Eurobond during June~~authorisation

~~Telstra~~No ~~today~~person ~~announced~~has ~~plans~~been authorised to ~~issue~~give aany ~~Eurobond~~information ofor upmake toany ~~€1 billion~~representation not contained in this Supplemental Information Memorandum or in the Original Information Memorandum in connection with athe ~~maturity~~Issuer, or its subsidiaries, the Program or the offer or subscription of ~~five~~the toNotes. ~~10 years~~If given or made, such representation or information must not be relied upon as having been authorised by the issuer or its subsidiaries or the Arranger or, when appointed, any of the Dealers.

~~This~~Currency ~~bond~~of ~~issue is to meet Telstra’s major long term funding requirements for the coming 2005/2006~~Information ~~financial year.~~

~~Roadshow~~Neither ~~presentations~~the ~~will~~delivery of this Supplemental Information Memorandum, the Original Information Memorandum or any Pricing Supplement nor the offer or subscription of Notes implies or should be relied ~~conducted~~upon as a representation or warranty that the information contained in ~~several~~this ~~key~~Supplemental Information ~~European~~Memorandum ~~centres~~or bythe ~~Telstra’s~~Original ~~Chief~~Information Memorandum concerning the issuer or its ~~Financial~~subsidiaries ~~Officer,~~is ~~John~~correct ~~Stanhope,~~at ~~accompanied~~any bytime ~~Corporate~~subsequent ~~Treasurer,~~to ~~Cliff~~the ~~Davis~~date ~~and~~of ~~will~~this ~~target~~Supplemental Information ~~key~~Memorandum ~~institutional~~or ~~investors~~that any information supplied in connection with the Program is correct as of any time subsequent to the date indicated.

~~Mr Stanhope said the proposed borrowing, to be conducted under Telstra’s Global Debt Program, would~~Distribution ~~further develop Telstra’s long standing presence in the Euro market, in which it was a regular~~ ~~issuer.~~

~~“Current~~The ~~market~~distribution ~~conditions~~of ~~are~~this ~~considered~~Supplemental ~~strong~~Information Memorandum, the Original Information Memorandum and any Pricing Supplement and the offer or subscription of the Notes may be restricted by law in ancertain ~~environment~~jurisdictions. ~~where~~Persons ~~there~~into iswhose apossession ~~general~~this Supplemental Information ~~shortage~~Memorandum of(including ~~new~~any ~~corporate~~documents ~~issuance~~incorporated ~~compared~~by toreference ~~aggregate~~in ~~investor~~it) ~~demand,”~~or heany ~~said~~Notes come must inform themselves about and observe any such restrictions.

~~“We~~No ~~feel~~registration ~~confident that European capital markets are~~ in ~~good shape, despite~~ the ~~impact~~United ~~of recent~~States ~~downgrades in the US Motor vehicle industry, and that investors have a sound understanding of~~ ~~Telstra and will provide solid support for the new issue”.~~

MrThe ~~Stanhope~~Notes ~~said~~have henot ~~was~~been ~~looking~~and ~~forward~~will tonot ~~meeting~~be ~~with~~registered ~~investors~~under the Securities Act of 1933 of the United States (as amended), and ~~was~~include ~~confident~~Notes in bearer form that ~~the~~are ~~Euro~~subject to U.S. tax law ~~investor~~requirements. ~~community~~Subject ~~will~~to becertain ~~quite~~exceptions, ~~capable~~Notes ofmay ~~understanding~~not ~~and~~be ~~evaluating~~offered, ~~the~~sold, ~~processes~~delivered ~~and~~or ~~developments~~transferred ~~taking~~within ~~place~~the inUnited ~~Telstra~~States ~~and~~or to, or for the ~~Australian~~account ~~telecommunications~~of, ~~business~~U.S. ~~environment~~persons (as defined in Regulation S under the Securities Act).

~~The proceeds of the issue will be used principally for general corporate funding purposes and to~~2 ~~refinance maturing long term debt.~~

~~Telstra~~No ~~has~~public ~~appointed~~offer ~~JPMorgan,~~in ~~BNP Paribas, Deutsche Bank and Barclays to act as joint lead managers for~~ the ~~proposed~~United ~~issue.~~Kingdom

~~Telstra~~The isIssuer ~~Australia’s~~has ~~leading~~not ~~telecommunications~~authorised ~~services~~any ~~provider~~offer ~~with~~to ~~long~~the ~~term~~public ~~rating~~in ofthe A+United Kingdom within the meaning of ~~(negative~~the ~~outlook)~~Public byOffers ~~S&P~~of Securities Regulations 1995, A1as amended, (~~negative~~the ~~outlook~~“Regulations”) byof ~~Moody’s~~Notes ~~and~~having A+a maturity ~~(stable)~~of one year or more which have not been admitted to listing in accordance with Part byVI ~~Fitch~~of the FSMA. Such Notes may not be lawfully offered or sold to persons in the United Kingdom except in circumstances which do not result in an offer to the public in the United Kingdom within the meaning of the Regulations or otherwise in compliance with all applicable provisions of the Regulations.

~~Kerrina~~No ~~Lawrence~~offer ~~Telstra Media Relations~~ ~~Tel: + 61 3 9634 5611~~ ~~Mobile: + 61 419 352 313~~

~~Telstra’s~~None ~~national~~of ~~media~~this ~~inquiry~~Supplemental ~~line~~Information Memorandum, the Original Information Memorandum, nor any Pricing Supplement constitutes nor is 13it ~~1639~~intended ~~and~~to ~~Telstra’s~~constitute ~~Media~~an ~~Centre~~offer or an invitation by or on behalf of the Issuer, or its subsidiaries, the Arranger or, when appointed, any Dealers to any person to subscribe for, purchase or otherwise deal in any Notes, nor it is intended to be used for the purpose of or in connection with offers or invitations to ~~located~~subscribe ~~at:~~for, ~~www~~purchase or otherwise deal in any Notes.~~telstra.com.au/communications/media~~

~~Telstra~~No ~~Corporation~~independent ~~Limited ABN 33 051 775 556~~verification

~~Table~~The Arranger and, when appointed, the Dealers have not separately verified the information contained in this Supplemental Information Memorandum or in the Original Information Memorandum. None of ~~Contents~~this Supplemental Information Memorandum, the Original Information Memorandum nor any other information supplied in connection with the Program is intended to provide the basis of any credit or other evaluation and should not be considered as a recommendation by the Issuer, the Arranger or, when appointed, any of the Dealers that any recipient of this Supplemental Information Memorandum, the Original Information Memorandum or any other information supplied in connection with the Program should purchase the Notes nor does it constitute an offer or an invitation to subscribe for Notes. Each potential purchaser of Notes should determine for itself the relevance of the information contained in this Supplemental Information Memorandum and the Original Information Memorandum and any purchase of Notes should be based upon such investigation as it considers necessary. The Arranger and, when appointed, the Dealers do not undertake to review the financial condition or affairs of the Issuer during the life of the Program or to advise any investor or potential investor in the Notes of any information relating to the Issuer.

~~Telstra~~No ~~Corporation~~significant ~~Limited ABN AMRO Communications Conference 19 May 2005 John Stanhope Chief Financial Officer “A changing landscape”~~change

~~Page~~Save 1as disclosed in this Supplemental Information Memorandum there has been no significant change and no significant new matter has arisen since the publication of the Original Information Memorandum.

~~Table of Contents~~3

~~An Integrated IP Future~~ The ~~shift~~information toset IPout ~~can~~under bethe ~~managed~~heading ~~effectively~~“General” ~~Fixed~~on ~~network~~page ~~and~~9 ~~services~~of ~~Mobile~~the ~~network~~Original ~~and~~Information Memorandum ~~services~~is ~~Internet~~updated ~~network~~by ~~and~~inserting ~~services~~the ~~Yesterday~~following ~~Fixed~~additional ~~access Wireless access IP NETWORK Tomorrow An Integrated IP Future~~paragraph:

~~Page~~ Telstra 2announced continuing revenue growth in its 2004/2005 third quarter market update:

~~Table~~• ofreported ~~Contents~~sales revenue grew by 6.5% in the third quarter and 7.4% to A$16.6 billion year to date; • underlying sales revenue grew by 3.3% in the third quarter and 4.3% to A$16.1 billion year to date; • underlying domestic sales revenue grew by 2.8% in the third quarter and 4.0% to A$15 billion year to date; • Internet & IP Solutions revenue grew by 38% in the third quarter and 35% or A$251 million year to date; • mobiles revenue grew by 7.6% in the third quarter and 8.3% or A$238 million year to date; and • underlying advertising and directories revenue grew by 15% in the third quarter and 8.3% or A$83 million year to date.

~~Our~~The ~~Strategy~~information ~~Execution~~set ~~will~~out under ~~deliver~~the ~~shareholder~~heading ~~returns~~“3G ~~Cost~~wireless ~~and~~service” ~~productivity~~on ~~improvements~~page -14 ~~six~~of ~~sigma~~the -Original Information ~~cross~~Memorandum ~~company~~is ~~process~~updated ~~review~~by -deleting ~~reducing~~the ~~cost~~text offrom ~~service~~line ~~delivery~~six ~~Strong~~beginning ~~Earnings~~“We ~~and~~entered ~~Free~~into ~~Cash~~a network ~~Flows~~sharing ~~Manage~~agreement...” ~~migration - Bundling - Fixed SMS Align Investment~~ to ~~growth~~“Brisbane, Adelaide ~~drivers~~and -Perth.” ~~Broadband~~and -inserting ~~Wireless - Advertising - IP Networks Improve customer service~~the following:

~~Page~~On 36 December 2004, we signed agreements with Hutchison 3G Australia Pty Ltd (H3GA), a subsidiary of Hutchison Telecommunications (Australia) Limited, to jointly own and operate H3GA’s existing third generation (3G) radio access network and fund future development. The final agreements with H3GA create an asset sharing arrangement, where we have acquired a 50% interest in H3GA’s existing 3G Radio Access Network (RAN) assets. The purchase price for the 50% interest in the 3G RAN assets was A$450 million, 5% of which has been paid with the balance payable by instalments until 1 July 2006..

~~Table~~The information set out under the heading “Data and Internet services” on page 16 of ~~Contents~~the Original Information Memorandum is updated by inserting the following additional paragraph:

~~Broadband~~On ~~Lift~~17 ~~Off~~September, ~~188~~2004, ~~240~~we ~~288~~acquired ~~427~~100% ~~622~~of ~~718~~the ~~121~~issued ~~220~~share ~~379~~capital ~~611~~of ~~761~~ESA 57Holding 1HPty 03Limited FYand 03its 1Hcontrolled 04entities, FYDamovo ~~04 1H 05 Q305 Broadband Subscribers~~ (~~000s~~Australia) ~~Wholesale~~Pty ~~Retail~~Limited ~~245~~and ~~361~~Damovo ~~508~~HK ~~806~~Limited ~~1,233~~for ~~Continued~~A$64.3 ~~strong growth in broadband 1, 479~~million.

~~Page~~The 4information set out under the heading ‘Advertising and directories” on page 18 of the Original Information Memorandum is updated by inserting the following additional paragraph:

~~Table~~On of20 ~~Contents~~December 2004, we acquired Universal Publishers Pty Ltd for A$46 million, including acquisition costs.

~~FOXTEL~~The –information aset ~~key~~out ~~asset~~under inthe aheading ~~changing~~“Solutions ~~landscape~~Management” on page 20 of the Original Information Memorandum is updated by removing the phrase “On 19 July 2004, we completed the acquisition of KAZ Group Ltd (KAZ) for A$333 million.” and replacing it with:

~~FOXTEL~~On is19 ~~delivering~~July a2004, ~~better~~we TVacquired ~~experience~~100% of the issued share capital of the KAZ Group Limited and its controlled entities for A$342 million, including acquisition costs;

•and ~~Foxtel~~inserting ~~is a key element in~~ the ~~Telstra~~following ~~product~~additional ~~bundle~~paragraph •immediately ~~Interactive~~after ~~content~~the todot ~~fuel connectivity demand • We are committed to our 50% shareholding~~points:

~~Page~~On 8 November 2004, we agreed in principle to sell our interest in Infonet Services Corporation to British Telecommunications plc for A$68.5 million. Once the proceeds of this sale are added to our share sales associated with Infonet’s initial public offering in December 1999, we expect to realise a pre-tax gain of approximately A$164.5 million.”

~~Table~~The information set out under the heading “International Investments” on page 21 of ~~Contents~~the Original Information Memorandum is updated by deleting the phrase at dot point four “On 25 August 2004, we announced our acquisition of PSINet UK for A$127 million (D50million),” and replacing it with:

Wireless & Mobility Expansion 2G CDMA 14Kbps 9-60Km GSM 9Kbps 5-35Km – - 3G - 9- 1x EVDO 1x EVDV EDGE 100Kbps 2-10 Km 3GSM (WCDMA ) 250Kbps 2-10Km HSDPA 3Mbps 1x EV -DO Rev A - 300 600 Kbps 30Km Telstra Telstra Strategic Strategic Position Position Flarion 1.5Mbps 3-8Km WiMax Active rollout Not currently pursuing Trial Infrastructure share 600 – 700 Kbps 9-30Km Retaining option GSM CDMA Broadband IP wireless 3GSM network ready second half calendar 05 25Kbps 5- 2.5G 1xRTT 80Kbps -9-50Km GPRS 5-35Km National rollout4

~~Page~~On 625 August 2004, we acquired 100% of the issued share capital of PSINet UK Limited and its controlled entities for A$127 million, including acquisition costs.

~~Table~~The information set out under the heading “Competition Rule” on page 34 of ~~Contents~~the Original Information Memorandum is updated by deleting the paragraph beginning “A competition notice relating to changes to BigPond Broadband...” and replacing it with:

~~Sensis~~The –ACCC issued a ~~clear~~Competition ~~strategy~~Notice ~~for~~on ~~growth~~19 ~~Integrate,~~March ~~expand~~2004 ~~and~~notifying ~~grow~~that the ~~core~~ACCC ~~business~~had ~~Growth~~reason ~~through~~to ~~search~~believe ~~and~~that ~~M&A~~Telstra ~~Commercial~~was ~~Search~~engaging isin anti-competitive conduct in breach of the ~~future~~Trade ~~for~~Practices ~~Sensis~~Act ~~Print~~1974 ~~Online~~in ~~Voice~~its ~~Wireless~~supply ~~Establish~~of broadband ADSL services to wholesale and ~~grow~~retail ~~Sensis~~customers. ~~Search~~The ~~sensis~~notice was revoked on 21 February 2005 following an agreement with Telstra resolving the matters raised in relation to the Competition Notice.~~com~~ Telstra did not admit liability for any breach under the Act.au /Telstra ~~sensis®1234~~has /agreed ~~Sensis~~to ~~Wireless~~adhere ~~Local~~to ~~Advertising~~a ~~M&A~~Notification ~~iTV~~Protocol ~~Yellow~~for ~~Pages®~~Broadband ~~White~~Pricing ~~Pages®~~Changes ~~CitySearch®~~for ~~Whereis®~~12 ~~MediaSmart®~~months, ~~Trading~~in ~~Post®~~which ~~AutoTrader™~~Telstra ~~JustListed~~must ™notify ~~Zest~~the ACCC in advance of future changes to retail broadband prices. Telstra also agreed to work with the ACCC, using independent expert advice, to determine a process for ~~life~~deciding ~~Business~~the ~~Services~~appropriate ~~Invizage~~price ~~Technology~~relativities ~~Location~~in &future, ~~Navigation~~as ~~Business~~well ~~Information~~as ~~Services~~offering ~~Domestic~~its ~~Business~~wholesale ~~Services~~customers ~~M&A~~revised ~~Future~~pricing ~~channel~~and ~~Local~~a ~~Advertising~~rebate ~~Brands~~totalling A$6.5 million.

~~Page~~The 7information set out under the heading “Retail price restrictions” on page 35 of the Original Information Memorandum is updated by deleting the paragraph beginning “The Commonwealth Government...” and replacing it with:

~~Table~~The current price control arrangements made by the Minister for Communications, Information Technology and the Arts under the Telecommunications Act 1997 for our local, long distance and international fixed line calls, line rentals and connection services are due to expire on 30 June 2005. At the Minister’s direction, the ACCC held a public inquiry in relation to the current arrangements and released a draft report of ~~Contents~~its inquiry in November 2004. The final ACCC report was released on 30 March 2005, although no Government decision has yet been announced. If the Minister decides to adopt the ACCC’s recommendation to implement price controls that are more extensive than under the current arrangements, this may impact upon Telstra’s profitability.

~~PSTN~~The ~~Voice~~information —set ~~managing~~out under the ~~migration~~heading “Access pricing” on page 37 of the Original Information Memorandum is updated by inserting the following additional paragraph:

~~PSTN~~On ~~Challenges~~13 ~~regulatory~~December ~~intervention~~2004, ~~mobile~~we ~~substitution~~lodged ~~competitive~~four ~~Pressures~~undertakings ~~disruptive~~with ~~technologies~~the ~~(VOIP~~ACCC specifying the monthly usage charge and the connection and/~~ULL)~~or ~~PSTN~~disconnection ~~still~~charge afor ~~significant~~each ~~cashflow~~of ~~generator~~Unconditioned ~~Response~~Local ~~Investigating~~Loop ~~pricing~~Service ~~strategy~~and ~~Trialling~~Spectrum ~~VOIP~~Sharing ~~Product~~Service (also known as Line Sharing Service) in 2004/~~Package~~05 ~~development~~and ~~F2M~~2005/06. ~~Convergence~~Acceptance ~~framework~~of ~~Page~~the 8undertakings will provide certainty in the short term.

~~Table~~The information set out under the heading “Mobile terminating access” on page 38 of ~~Contents~~the Original Information Memorandum is updated by deleting all text from “The ACCC also proposed new pricing principles...” to “currently subject to an appeal lodged by another carrier.” and replacing it with:

~~Underlying~~The ~~Sales~~ACCC ~~Drivers~~also —decided 9that ~~months~~the toprice ~~march~~for 05Mobile ~~238~~Terminating ~~133~~Access 86Service 83(“MTAS”) ~~-30~~should ~~-45~~be ~~-170~~reduced. ~~251~~It ~~Movement~~published ~~A$M~~pricing ~~Internet~~principles &for IPMTAS ~~solutions~~that ~~975~~included 35a ~~Total~~‘glide ~~mobiles~~path’ ~~3,097~~of ~~8.3~~MTAS ~~Other~~prices ~~Sales~~starting &at ~~Service~~18 ~~566~~cents 31per ~~Pay~~minute TV(“cpm”) ~~192~~on 811 ~~Advertising~~January &2005 ~~Directories~~and ~~1,081~~reducing 8.by 3 ~~ISDN~~cpm ~~671~~over ~~(4.3)~~each ~~Specialised~~of ~~Data~~the ~~729~~next (5two years to 12 cpm on 1 January 2007.8) ~~PSTN~~Until 5recently,~~845~~ (2prices for MTAS were approximately 21 cpm.8) ~~Drivers~~Telstra is a net outpayer of ~~Revenue~~MTAS ~~Growth~~charges. ~~A$M~~Vodafone ~~Actual~~commenced ~~Growth%~~a ~~Strong~~Federal ~~Growth~~Court inaction ~~Mobiles~~challenging the validity of the ACCC’s pricing principles and lodged an access undertaking with the ACCC containing pricing which is substantially higher than the ACCC’s, ~~Internet~~coupled &with IPa as“pass-through ~~PSTN~~safeguard” ~~voice~~which ~~declines~~sets ~~Page~~a 9maximum retail price for fixed to mobile services provided by an access seeker. Optus has also lodged an access undertaking with higher charges than those determined by the ACCC. The ACCC has commenced a public consultation on the Optus undertaking. Telstra has successfully concluded commercial negotiations with Vodafone and Optus on MTAS pricing.

~~Table~~The information set out under the heading ‘Universal service and digital data service obligations” on page 41 of ~~Contents~~the Original Information Memorandum is updated by inserting the following additional paragraph immediately after the second paragraph:

~~Revenue~~At ~~and~~the ~~Margin~~direction ~~Performance~~of ~~Underlying~~the ~~Sales~~Minister ~~Revenue~~for &Communications, ~~Margin~~Information -5Technology 0and 5the 10Arts, 1Hthe 02Australian 2HCommunications 02Authority 1H(ACA) 03has 2Hconducted 03a 1Hpublic 04enquiry 2Hand 04provided 1Hadvice 05to 0the 20Minister 40on 60universal 80service ~~EBITDA~~obligation ~~Margin~~ (~~RHS~~USO) ~~Sales~~subsidies ~~Rev~~for ~~Growth~~the ~~(LHS)~~2005-06 ~~EBIT~~to ~~Margin~~2007-08 ~~(RHS)~~financial ~~Focus~~years. onThese ~~costs~~subsidies ~~required~~can tobe ~~keep~~claimed ~~margins~~by ~~high~~universal ~~Broker~~service ~~Estimates~~providers ~~EBITDA~~(USP) ~~Margin~~for ~~0.0%~~fulfilling ~~10.0%~~the 20USO.0% ~~30.0%~~Currently, ~~40.0%~~Telstra 50is the sole USP.0% 60Subsidies are currently funded by all licensed telecommunications carriers on the basis of eligible revenue.0% ~~SBC~~The ~~Comms~~Minister BThas ~~Group~~determined ~~Verizon~~USO ~~TeliaSonera~~subsidies ~~Deutsche~~for ~~Telekom~~the ~~Singapore~~period ~~Telecom~~up ~~BellSouth~~to ~~France~~and ~~Telecom~~including ~~Telefonica~~2004-05. ~~Telecom~~The NZTelecommunications ~~Telecom~~Act ~~Italia~~1997 ~~Swisscom~~provides ~~Telstra~~that the Minister may determine

~~Page 10~~5

~~Table~~subsidies after receiving advice from the ACA. In the past, the Minster has set USO subsidies at a level that has not allowed Telstra to fully recover its costs of ~~Contents~~fulfilling the USO.

~~End~~The toinformation ~~End~~set ~~Process~~out ~~Simplification~~under ~~Telstra~~the ~~Business~~heading ~~and~~‘Hong ~~Govt.~~Kong ~~Telstra~~Telecommunications ~~Country~~Regulatory information” ~~Wide~~on ~~TTIP~~page ~~Telstra~~44 ~~Consumer~~of ~~Marketing~~the ~~Corp.~~Original ~~Reg.~~Information &Memorandum HRis ~~Wholesale~~updated ~~BigPond~~by ~~Infra~~inserting the -following ~~structure~~additional ~~Services~~paragraph ~~Finance~~immediately &after ~~Admin~~the ~~Channels~~first ~~& Sales Activation Assurance Billing Customer Product Technology Supplier/Partner Key Process Customer Cross company approach to improving service delivery Page 11~~paragraph:

~~Table~~On of18 ~~Contents~~April 2005, Telstra and PCCW Limited (shareholders in REACH) announced changes to the REACH operational model, including:

~~Target~~• ~~parameters provide flexibility for~~ the ~~future~~allocation ~~Target~~of ~~Financial~~dedicated ~~Parameters~~components ~~0.5~~of ~~0.8~~REACH’s ~~1.1~~international ~~1.4~~cable ~~1.7~~capacity ~~2.0~~to FYTelstra 00and FYPCCW; 01• FYTelstra 02and FYPCCW 03each FYpaying 04REACH 1HUS$157 05million ~~Times~~(in 4.Telstra’s ~~Debt~~case ~~Servicing~~settled –by ~~Net~~way ~~Debt/EBITDA~~of ~~Weaker~~a ~~Stronger~~discharge ~~Target~~of ~~Zone~~REACH’s ~~1.3~~liabilities –under ~~1.7~~the ~~times~~Capacity 3.Prepayment ~~Interest~~Agreement); ~~Cover~~• –Telstra ~~EBITDA/~~and ~~Net~~PCCW ~~Int~~have ~~Exp~~each 0committed 5to 10funding 15a FYhalf 00share FYof 01REACH’s FYcommitted 02capital FYexpenditure 03(up FYto 042022) 1Hbeing 05about ~~Times~~US$106 ~~Stronger~~million ~~Weaker~~each; ~~Target~~• ~~Zone~~REACH ~~greater~~will ~~than~~manage 8allocated ~~times~~capacity 40on 60behalf 80of ~~100~~Telstra FYand 00PCCW FYand 01provide FYTelstra 02and FYPCCW 03with FYoutsourced 04and 1Hother 05services %including 1.data ~~Payout~~and ~~Ratio~~voice; ~~(Ordinary~~and ~~Dividends~~• ~~Declared)~~Telstra ~~Weaker~~and ~~Stronger~~PCCW ~~Target~~will ~~Zone~~each 80pay %REACH 2.an ~~Gearing~~outsourcing –fee ~~Net~~on ~~Debt~~a ~~Weaker~~cost-plus ~~Stronger~~mark ~~Target~~up ~~Zone~~basis. 45Satellite —services ~~55%~~will 35be 40purchased 45at 50market ~~55 FY 00 FY 01 FY 02 FY 03 FY 04 1H 05 % Page 12~~rates.

~~Table~~The information set out under the heading “Directors” on page 54 of ~~Contents~~the Original Information Memorandum is updated by deleting the text in table footnote (2) “On 27 August 2003, the Telstra Board...” and replacing it with:

~~Effective~~On ~~Capital~~1 ~~Management~~December ~~Increasing~~2004, ~~cash~~Telstra ~~returns~~announced ~~for~~that ~~shareholders~~its 8Chief 11Executive 11Officer 11and 12Managing 12Director, 13Dr 13Zygmunt 14Switkowski, 6had 3agreed 1Hwith 01the 2HTelstra 01Board 1Hof 02Directors 2Hthat 02he 1Hwill 03step 2Hdown 03on ~~1H 04 2H 04 1H 05 Dividends per share +15% CAGR Ordinary Special $~~1~~.5b~~ ~~$1b~~July ~~$750m~~2005, ~~$1.5b~~or ~~$750m~~earlier FYif 04a FYnew 05CEO FYis 06appointed FYprior ~~07 Capital Management Distributions Buyback Format of distribution~~ to bethat ~~determined Special Dividend Ordinary Dividend +8% $4~~date.~~9b cash returned FY05 Page 13~~

~~Table~~The information set out under the heading “Capitalisation and indebtedness” on page 60 of ~~Contents~~the Original Information Memorandum is updated by deleting all of the text under the heading and replacing it with:

~~Telstra~~The ~~Corporation~~following ~~Limited~~table ~~Citigroup~~has ~~Wireless~~been ~~Conference~~prepared 8in ~~June~~accordance ~~2005~~with ~~Mike~~AGAAP ~~Robey~~(including ~~Telstra~~but ~~Corporation~~not ~~Limited~~limited ~~Page~~to 1AGAAP applicable to interim financial reporting) and shows our capitalisation extracted from our reviewed half-year financial report for the half-year ended 31 December 2004.


	As at
	31 December 2004 ⁽⁵⁾
	(in millions)
	A$


Short-term debt ⁽¹⁾		3,360

Long-term debt ⁽²⁾ Telecom/Telstra bonds		2,616
Loans		6,884
Cross currency swap hedge		567
Finance leases		49

Total long-term debt		10,116


Shareholders’ equity
Ordinary shares (12,443,074,357 fully paid ordinary shares issued)		5,793
Reserves		(160	)
Retained profits ⁽³⁾		9,619
Minority interests		2

Total shareholders’ equity		15,254


Total capitalisation ⁽⁴⁾		28,730

Mobiles Metrics Telstra is the market leader 79 85 853 918 Q3 04 Q3 05 Terminals Mobile Services Q 3 YOY Mobile Revenue Comparison: +7.6% 2,702 3,436 4,466 4,623 Q3 04 Q3 05 Prepaid Postpaid Mobile SIO’s (000s) 44.6 45.62 45.0 44.6 45.17 Q3 04 Q4 04 Q1 05 Q2 05 Q3 05 Telstra Mobile SIO Market Share % Mobile Revenue Market Share % 2.7% 2.8% 17.1% 32.2% 45.1% Telstra Optus Voda 3 Orange 55.07 57.31 40.01 37.88 14.68 11.65 $0.00 $20.00 $40.00 $60.00 Q3 04 Q3 05 Mobile ARPU’s Q3 YOY Prepaid Postpaid Total Page 2

(1)		Includes the current portion of long-term debt. A$3,355 million of short term debt is unsecured and unguaranteed. A$5 million of finance leases are secured but unguaranteed.

(2)		With the exception of the finance leases which are secured but unguaranteed, all long term debt is unsecured and unguaranteed.

~~Table of Contents~~6

Customer view of technology Integrated access, open content Content At Home PTT Out & About Converged Device IM email One2one SMS/MMS From disaggregated Products... ... to seamless Voice, Data and Content ISDN PSTN ADSL HFC GSM CDMA 3 G WiFi WiMax GPRS 1xRTT EVDO Integrated Access ? CDMA GSM Broadband ISDN ADSL WiFi DECT i-mode Internet WiFi 3 G ? ? ? ? Cable PDA 1xRTT Page 3

(3)		On 10 February 2005, we declared a fully franked interim dividend of A$0.14 per ordinary share and a fully franked special dividend of A$0.06 per ordinary share payable on 29 April 2005.

(4)		Total capitalisation consists of short-term debt, long-term debt and shareholders’ equity, including minority interests.

(5)		Except as described above, there has been no material change in the consolidated capitalisation or indebtedness of the Company since 31 December 2004.

~~Table~~On 15 November 2004, we completed an off-market share buy-back of ~~Contents~~185,284,669 ordinary shares as part of our ongoing capital management program. The ordinary shares were bought back at A$4.05 per share, for a total value of A$750 million including both a capital and dividend component. The shares bought back were subsequently cancelled, reducing the number of fully paid ordinary shares on issue. In total, 2.87% of our non Commonwealth owned ordinary shares were bought back. In March 2005 the Commonwealth Government commissioned a scoping study into the possible sale of its remaining shares in Telstra (being 51.8% of the number of issued shares). The scoping study will examine whether the sale will deliver an appropriate return and, if so, how and when the sale should occur. A sale could occur in one or more tranches and involve a restructuring of Telstra’s businesses, as well as share buy backs by Telstra. The scoping study is due to be presented to the Government in the middle of 2005.

~~Customer~~The ~~view~~information ofset ~~market~~out ~~Internet~~under ~~Estimated~~the ~~growth~~heading ~~trends~~“Contingent •liabilities ~~Focus on growing share in individual product markets • Compete with single / 2-product competitors on their terms • As an integrated telco, focus on customers~~ and ~~servicing~~contingent ~~their~~assets” ~~whole telco wallet • Build~~ on page ~~our~~60 ~~existing~~of ~~customer~~the ~~base~~Original ~~and~~Information ~~capture~~Memorandum ~~market~~is ~~trend~~updated ~~towards~~by ~~multi-product~~deleting ~~customers~~the ~~4-product~~text ~~F+M+I+P~~in ~~3-product~~the first ~~F+M+I 2-product F+M, F+I 1-product F, M Fixed~~ line •“30 ~~7.9~~June ~~Million~~2004” ~~households~~and •replacing ~~71%~~it retail market share Mobiles • 18 million SIOs • 45% market share • Industry SIO’s 1.7 mil • 41% retail market share Customers expect Telstra to provide an integrated solution From product view.... ... to customer view Target! Page 4with:

~~Table~~31 ofDecember ~~Contents~~2004

~~Market~~The ~~success~~information ~~factors~~set ~~Customer~~out ~~strategies~~under ~~Capabilities~~the ~~Customer~~heading ~~knowledge~~“Indemnities, ~~Channel~~performance ~~strength~~guarantees ~~Sales~~and ~~skills~~financial support” ~~Strategic~~on ~~Customer~~page 61 ~~Segmentation Compelling content for i-mode & 3G Delivering Whole~~ of ~~Customer~~the ~~through~~Original ~~being~~Information anMemorandum ~~integrated~~is ~~carrier~~updated ~~Business~~by ~~products~~deleting &the text ~~Network~~under ~~coverage~~dot ~~Whole~~point offive ~~Customer~~and ~~Approach~~replacing ~~Page~~it 5with:

~~Table~~As at 30 June 2004, we provided guarantees over the performance of ~~Contents~~third parties under defeasance arrangements, whereby lease payments are made on our behalf by the third parties over the remaining terms of finance leases. As at 31 December 2004, the lease payments over the remaining period of the leases (approximately 11 years) amount to A$858 million (30 June 2004: A$981 million). The reduction is predominantly due to movements in foreign exchange rates and semi-annual repayments.

~~Customer~~The ~~Segmented~~information ~~Operating~~set ~~Model~~out ~~Marketing~~under ~~Services~~the ~~Channel~~heading ~~Mgmt~~‘FOXTEL ~~Customer~~minimum ~~Sales,~~subscriber ~~Service~~guarantees” &on ~~Dealers~~page 61 ~~Finance~~of &the ~~Pricing~~Original ~~Strategy~~Information ~~Planning~~Memorandum &is ~~Business~~updated ~~Improvement~~by ~~Consumer~~deleting ~~Segment~~the ~~Small~~sentence ~~Business~~“These involve ~~Segment~~commitments ~~Pioneer~~for ~~Segment~~minimum ~~Customer~~subscriber ~~Segments~~fees.” ~~Organised~~and ~~for~~replacing ~~Success~~it ~~Page 6~~with:

~~Table~~At 31 December 2004, we have commitments of ~~Contents~~A$1,704 million (30 June 2004: A$2,075 million) under these agreements relating mainly to minimum subscriber guarantees. The contingent liability for minimum subscriber guarantees has been adjusted downward from the amount disclosed in our June 2004 financial report as FOXTEL has reviewed the original minimum subscriber guarantee contracts, and reassessed the applicable commitment period for certain contracts;

~~Wireless success is underpinned by channel strength Post-paid~~ and ~~prepaid~~deleting ~~range~~the ~~Prepaid~~sentence ~~only~~in ~~Company~~the ~~owned~~second ~~channels~~paragraph ~~Branded~~beginning ~~channels~~“As ~~Over~~a ~~8 000 locations Independent channels 212 locations 128 Telstra Owned Shops/Kiosks 3~~result,~~125~~ ~~Telstra~~our ~~Shop Staff 16~~contingent liabilities.5m..” ~~Telstra~~and ~~Shop~~replacing ~~customers~~it ~~through our doors Majority of major dealers are now on new contracts Page 7~~with:

~~Table~~Our ofcontingent ~~Contents~~liabilities arising from the above agreements have also been adjusted downward by A$371 million during the period.

~~Wireless~~The &information ~~Mobility~~set ~~Expansion~~out 2Gunder ~~CDMA~~the ~~14Kbps~~heading ~~9-60Km GSM 9Kbps 5-35Km – - 3G - 9- 1x EVDO 1x EVDV EDGE 100Kbps 2-10 Km 3GSM~~ “(~~WCDMA~~ h) other ~~250Kbps~~withholding ~~2-10Km~~taxes ~~HSDPA~~on ~~3Mbps~~payments 1xin EVrespect of ~~-DO~~Notes” ~~Rev~~on Apage -104 ~~300~~of ~~600~~the ~~Kbps~~Original ~~30Km~~Information ~~Telstra~~Memorandum ~~Telstra~~is ~~Strategic~~updated ~~Strategic~~by ~~Position~~inserting ~~Position~~the following ~~Flarion~~immediately ~~1.5Mbps~~after ~~3-8Km~~“section ~~WiMax Active rollout Not currently pursuing Infrastructure share 600 – 700 Kbps 9~~12-~~30Km~~140 ~~Retaining option GSM CDMA Broadband IP wireless 3GSM network ready second half calendar 05 25Kbps 5- 2.5G 1xRTT 80Kbps -9-50Km GPRS 5-35Km National rollout Trial Completed Page 8~~of”:

~~Table~~Schedule of1 ~~Contents~~to

~~Business~~The ~~and~~information ~~Government~~set —out under ~~national~~the ~~coverage~~heading ~~for~~“(j) supply ~~national~~withholding ~~clients~~tax” ~~Melbourne,~~on ~~Ballarat,~~page 105 ~~Geelong~~of ~~Perth~~the ~~Newcastle,~~Original ~~Sydney,~~Information ~~Penrith,~~Memorandum ~~Parramatta,~~is ~~Moree,~~updated ~~Canberra~~by ~~Wollongong,~~inserting ~~Albury,~~the ~~Adelaide~~following immediately ~~Darwin~~after ~~Cairns,~~“section ~~Townsville,~~12-190 ~~Brisbane, Coolangatta, Surfers Paradise Hobart, Launceston Page 9~~of”:

~~Table~~Schedule of1 ~~Contents~~to

~~i-mode~~The ~~delivered~~information ~~eight~~set ~~key~~out under ~~benefits~~the ~~Page~~heading 10“(j) goods and services tax (GST)” on page 105 of the Original Information Memorandum is updated by deleting “and” at the end of the paragraph.

~~Table of Contents~~7

The ~~i-mode~~information ~~holistic~~set ~~business~~out ~~model~~under ~~develops~~the aheading ~~sustained~~“(k) debt/equity ~~eco-system~~rules” ~~Page~~on 11page 105 of the Original Information Memorandum is updated by deleting “.” at the end of the paragraph and replacing it with “;”.

~~Table~~The information set out under the heading “Recent Developments” on page 105 of ~~Contents~~the Original Information Memorandum is updated by deleting all text from “3 Recent Developments” to “foreign exchange gains or losses arising from their holding of those Notes.” and replacing it with:

CSL investment provides in-house 3G experience 2004 1H 2005 2H 2005 Invest in i-mode Best in browsing Invest in rest-ofbusiness capability Invest in 3G “Information Driven” Grow # sites to over 200 Enhance service rich-media entertainment Personal content Customise & Personalise! Expand range & depth Video Streaming Music Download 2006 CSL 3G launch Hong Kong Australia 12 Video Channels Page 12

	(l)		additional withholdings from certain payments to non-residents - section 12-315 of Schedule 1 to the Taxation Administration Act gives the Governor-General power to make regulations requiring withholding from certain payments to non-residents after 1 July 2003.

			However, section 12-315 expressly provides that the regulations will not apply to interest and other payments which are already subject to the current IWT rules or specifically exempt from those rules. Further, regulations may only be made if the responsible minister is satisfied the specified payments are of a kind that could reasonably relate to assessable income of foreign residents. The regulations promulgated prior to the date of this Information Memorandum are not relevant to any payments in respect of the Notes. Any further regulations should also not apply to repayments of principal under the Notes, as in the absence of any issue discount, such amounts will generally not be reasonably related to assessable income. The possible application of any future regulations to the proceeds of any sale of the Notes will need to be monitored; and

	(m)		taxation of foreign exchange gains and losses - Divisions 775 and 960 of the Australian Tax Act contain rules to deal with the taxation consequences of foreign exchange transactions entered into on or after 1 July 2003 (unless a taxpayer elects for them to apply to earlier transactions).

			The rules are complex and may also apply to any Note holders who are Australian residents or non-residents that hold Notes that are not denominated in Australian dollars in the course of carrying on business in Australia. Any such Note holders should consult their professional advisors for advice as to how to tax account for any foreign exchange gains or losses arising from their holding of those Notes.

~~Table of Contents~~8

~~CSL~~PRINCIPAL —OFFICE aOF 3GTHE ~~launch case-study for Telstra At launch applications Video World example Launch campaign TVC “ I feel good” TVC Page 13~~ISSUER

~~Table~~Telstra ofCorporation ~~Contents~~Limited 242 Exhibition Street Melbourne Victoria 3000

~~Sensis~~REGISTERED ~~and~~OFFICE ~~Commercial~~OF ~~Search~~THE ~~Mr Bruce Akhurst CEO Sensis Pty Ltd~~ISSUER

~~Table~~Level of41 242 ~~Contents~~Exhibition Street Melbourne Victoria 3000

Four Key Points • More to commercial search than search engines • Commercial search is a valuable business driver • Commercial search is an infant, not a grown up • Sensis is well placed to succeedARRANGER

~~Table~~J.P. ofMorgan ~~Contents~~Securities Ltd. 125 London Wall London EC2Y 5AJ

~~There’s~~AUDITORS ~~more~~OF toTHE CS than search engines Four Weekly CS Unique Usage (% Of 14+ Pop’n) By Category 77.5% 69.0% 20.9% 23.8% 20.9% 30.6% 41.7% 0% 10% 20% 30% 40% 50% 60% 70% 80% Sensis network Sensis print directories Sensis voice Sensis online Online auctions Online classifieds Online search : Source: Roy Morgan Single Source Australia, January – December 2004. Base Australians 14+ISSUER

~~Table~~Ernst of& ~~Contents~~Young 120 Collins Street Melbourne Victoria 3000

AFISCAL valuable business driver Invizage Pty Ltd Lead Analysis: Jan — Mar 2005 6.0% 24.3% 18.1% 9.6% 6.1% 2.7% 2.6% 1.3% 2.4% 27.1% 0.0% 5.0% 10.0% 15.0% 20.0% 25.0% 30.0% 35.0% Yellow Pages® Search engines Sales force Partner referrals General referrals Other Don’t know Other advertising Previous client Publicity Commercial Search: 33.1% : Source: Invizage TechnologyAGENT

~~Table~~Deutsche ofBank ~~Contents~~AG, London Branch Winchester House 1 Great Winchester Street London EC2N 2DB

APAYING valuable business driver US Cost Per Click Rates 2003-9 $0.36 $0.42 $0.45 $0.47 $0.29 $0.40 $0.44 $0.20 $0.25 $0.30 $0.35 $0.40 $0.45 $0.50 2003 2004 2005 2006 2007 2008 2009 Cost per click through (US$) Source: Jupiter Research, Paid Search Through 2009, Volume 2, 2004, pp5AGENTS

~~Table~~Deutsche ofBank ~~Contents~~Luxembourg S.A. 2 Boulevard Konrad Adenauer L-1115 Luxembourg

AnDeutsche ~~infant~~Bank AG, ~~not~~London aBranch Winchester ~~grown~~House 1 upGreat ~~Print~~Winchester •Street London ~~Directories~~EC2N • Classifieds • Niche publications Voice • Directory assistance • Tele-search • SMS services Online • Directories • Search engines • Classifieds • Auctions • Comparison • Location • Vertical search Wireless • Directories • Search engines • Classifieds • Local business and product search • Events • Location In-car • Location • Local business search • Local product search Commercial search is fragmenting2DB

~~Table~~AUSTRALIAN ~~of Contents~~REGISTRAR

~~Sensis’~~Austraclear ~~network~~Services isLimited 30 ~~well~~Grosvenor ~~placed~~Street Sydney toNSW ~~succeed Wireless Online Voice Search Directories Classifieds Verticals Print Location & Navigation In-car Sensis Wireless Directory Assistance~~2000

~~Table~~NEW ofZEALAND ~~Contents~~REGISTRAR

~~Sensis’~~Computershare ~~network~~Investor isServices ~~well~~Limited Level ~~placed~~2 JD toEdwards ~~succeed~~Building 159 ~~Revenue~~Hurstmere 0Road Takapuna Auckland 250 500 750 1000 1H 04 1H 05 Sensis (excluding other) Other Trading Post Group $769m $814m $40m $62m $76m +5.9% Underlying Growth EBIT 0 100 200 300 400 500 1H 04 1H 05 Sensis (including other) Trading Post Group $453m $486m $22m +7.3% Underlying Growth Growth in online & voice Higher 1H due to metro Yellow Pages release in 2Q Trading Post meeting expectations +8.3%1020

~~Table~~AUTHORISED ~~of Contents~~ADVISER

~~Thank~~J.P. ~~You~~Morgan Securities Ltd. 125 London Wall London EC2Y 5AJ

~~Table of Contents~~9

~~MEDIA~~LEGAL ~~RELEASE~~ADVISERS

9to ~~June~~the ~~2005~~Issuer ~~195/2005~~as to Australian law

~~TELSTRA~~Mallesons ~~APPOINTS~~Stephen ~~NEW~~Jaques Level ~~CEO~~50 Bourke Place 600 Bourke Street Melbourne Victoria 3000

~~The~~to ~~Chairman of Telstra Corporation, Donald McGauchie AO, today announced that~~ the ~~Board~~Issuer ~~had~~as ~~appointed~~to ~~Solomon~~New ~~(Sol)~~Zealand ~~Trujillo as Chief Executive Officer and as an executive director of the~~law ~~company.~~

MrBell ~~Trujillo~~Gully Vero ~~will take up his position on 1 July 2005. He will replace Dr Ziggy Switkowski, who will~~Centre ~~step~~48 ~~down~~Shortland ~~on 1 July 2005.~~Street Auckland

~~Mr Trujillo, aged 53, and his wife Corine, will be moving~~ to ~~Australia~~the ~~from~~Dealers ~~California~~ as to ~~take~~English uplaw ~~the role.~~

MrClifford ~~McGauchie~~Chance ~~said~~Limited ~~today:~~Liability ~~“The Board is delighted with Mr Trujillo’s appointment. We believe he well~~Partnership ~~and~~10 ~~truly~~Upper ~~meets~~Bank ~~the exacting criteria set down by the Board for the task ahead. We unanimously~~Street ~~agree~~London ~~that~~El4 ~~he is the best person to lead Telstra and believe this is an excellent outcome.~~5JJ

~~“During his career he has successfully managed fixed line, wireless, broadband and directory~~10 businesses – virtually every facet of Telstra’s business. He has enormous depth, expertise and understanding in matters regulatory, operational, financial, marketing and sales and a deep understanding of technology.

~~“Mr~~22 ~~Trujillo~~June ~~has~~2005 ~~successfully~~202 ~~led~~/ ~~a number of major cultural and business change programs. We believe Telstra will similarly benefit from his pragmatic innovation, strategic and tactical thinking and outstanding implementation.~~ 2005

~~“He~~Telstra ~~has~~announces ~~the~~successful ~~proven~~€1billion ~~ability~~Eurobond ~~to deliver substantial top-line growth achievable through a highly~~issue ~~developed focus on customers and services.~~

~~The~~Telstra ~~Board~~today ~~expects~~announced ~~that~~the Mrsuccessful ~~Trujillo~~completion ~~will~~of ~~drive~~a ~~cultural~~€1.0 billion ~~and~~Eurobond ~~organisational~~issue comprising ~~change throughout~~two ~~Telstra,~~€0.5 billion ~~enabling~~tranches ~~the~~with ~~corporation~~five toand ~~further~~ten ~~embrace~~year ~~a service driven, customer focused way of doing business~~maturities.

MrThe ~~Trujillo~~bond ~~has~~was ~~been~~almost ~~appointed~~four ontimes anover-subscribed ~~ongoing contract. He holds a Bachelor of Business~~ and ~~a MBA degree from~~ the ~~University~~order ofbook ~~Wyoming.~~closed Heearly ~~was~~having ~~previously a non-executive~~received ~~Director~~more ~~and~~than ~~then~~250 ~~Chief~~individual ~~Executive~~orders ~~Office~~from ofa ~~Orange~~wide ~~based~~range ~~in London, one~~ of ~~the~~major ~~largest~~European ~~mobile companies in Europe , was the CEO of hi-tech company, Gravitron~~ and ~~spent~~Asian ~~26 years~~fixed ~~with US West~~income ~~Inc, including serving as its Chairman, CEO and President for 5 years~~investors.

~~“His~~The ~~non-executive~~bond ~~and~~issue ~~then~~follows ~~CEO~~a ~~role~~recent ~~with~~well ~~Orange~~received ~~included~~roadshow ~~driving~~led ~~growth~~by inTelstra’s ~~the~~Chief ~~highly~~Financial ~~competitive European~~Officer, ~~mobile market. His time with US West/Mountain Bell covering diverse geographies such as~~Mr ~~Colorado,~~John ~~Kansas,~~Stanhope ~~New Mexico~~ and ~~Arizona~~Corporate ~~means he has experience running businesses in geographies similar to Australia~~Treasurer,” Mr ~~McGauchie~~Cliff ~~said~~Davis.

~~Telstra~~“This ~~Corporation~~was ~~Limited~~an ~~ABN~~exceptional 33result ~~051~~and ~~775~~all ~~556~~the more remarkable given our negative ratings outlook and the significant uncertainties surrounding Telstra’s transition to full privatisation,” Mr Stanhope said.

~~Table~~“It ofis ~~Contents~~a tribute to the depth, maturity and long standing support for Telstra in the Euro markets that we could get a superb result like this without having to pay a premium. We achieved our preferred maturity targets and pricing was right in line with fair value in the secondary market and telco comparables,” he said.

~~MEDIA~~“This ~~RELEASE~~transaction is likely to be Telstra’s last issue in the public markets prior to privatisation which is expected in late 2006 and meets a significant part of Telstra’s known 2005/2006 funding requirements and puts Telstra in good shape going forward.”

MrThe ~~Trujillo~~pricing isfor ~~currently~~the ~~sitting~~fixed onrate ~~the~~issues ~~boards~~were ofequivalent ~~Pepsi,~~to ~~Target,~~37 ~~Gannett,~~and ~~(the~~57 ~~newspaper~~basis ~~chain)~~points over the Euro five and ~~EDS.~~ten Heyear ~~will~~mid-swap ~~leave~~levels ~~all~~and ~~but~~provides ~~one~~Telstra with a competitive cost of ~~these~~funding ~~board~~on ~~positions~~an all-in cost basis after swapping into Australian dollars.

MrIssue ~~Trujillo~~proceeds will ~~receive~~be amainly ~~fixed~~used ~~remuneration~~for ~~package~~general ofworking ~~$3 million~~capital ~~per~~purposes ~~annum. He will also receive an annual short term incentive of up to the value of $3 million~~ and ~~an annual long term incentive of up~~ to ~~the~~refinance ~~value of $4 million. These incentive components are referable to significant~~maturing ~~performance milestones~~debt. ~~He will receive an initial sign on payment of $1 million and fifty per cent~~ ~~of his first year incentive on commencement. The full text of the contract is attached.~~

MrThe ~~McGauchie,~~bond onissue ~~behalf~~was ofjointly ~~the~~led ~~Board,~~by ~~thanked~~Barclays DrCapital, ~~Switkowski~~BNP ~~for~~Paribas, ~~his~~Deutsche ~~valuable~~Bank ~~contribution during his time at Telstra~~ and ~~wished~~JP ~~him every success for the future~~Morgan.

~~Mr Trujillo said: “~~Telstra is ~~one of the world~~Australia’s leading ~~full service~~ telecommunications ~~and information~~ services ~~companies.~~provider Drwith ~~Switkowski’s~~long ~~legacy~~term israting toof ~~have positioned the company well to~~A+ ~~meet~~(negative ~~the~~outlook) ~~next~~by ~~stage~~S&P, ofA1 ~~commercial~~(negative ~~and~~outlook) ~~technical~~by ~~challenges~~Moody’s ~~of the new millennium~~ and ~~continue~~A+ ~~the development~~(stable) by ~~of this industry in one of the most important markets in the world~~Fitch.

“ITelstra amMedia ~~looking~~Contact Kerrina ~~forward~~Lawrence Telstra toMedia ~~taking~~Relations 03 on9634 ~~this challenging role and working with the management team and~~5611 ~~staff~~0419 to352 ~~build on Telstra’s current success,” he said.~~313

Telstra’s ~~Media~~national ~~Contact: Michael~~media ~~Grealy~~inquiry 02line ~~92060106~~is ~~0419~~13 ~~217~~1639 ~~343~~and Telstra’s Media Centre is located at: www.telstra.com.au/communications/media

Telstra’s ~~national~~Corporation ~~media inquiry line is 13 1639 and the Telstra Corporate Communications~~Limited ~~Centre~~ABN is33 ~~located~~051 ~~at:~~775 ~~www.telstra.com.au/communications/media~~556

(TELSTRA LOGO SQUARE)

~~Telstra~~27 ~~Corporation Limited ABN 33 051 775 556~~June 2005

~~Table~~The ~~of Contents~~Manager

7Company ~~June 2005~~Announcements Office Australian Stock Exchange 4th Floor, 20 Bridge Street SYDNEY NSW 2000

MrOffice ~~Solomon~~of Dthe ~~Trujillo~~Company Secretary

~~Dear~~Level ~~Solomon On behalf of the Board of the Telstra corporation, (the Board), I am very pleased to~~41 ~~offer~~242 ~~you~~Exhibition ~~employment in the role of Chief Executive Officer of Telstra Corporation Limited~~Street ~~(‘Telstra’~~MELBOURNE orVIC ~~the “Company”). The terms of this offer are stated in the following.~~3000 AUSTRALIA

~~Further,~~Telephone I03 am9634 ~~pleased to confirm that you will be appointed as a Director of the Company with~~6400 ~~effect~~Facsimile ~~from~~03 19632 ~~July 2005. In accordance with and subject to the Company’s constitution and the~~3215 ~~Corporations Act, you will remain a Director of the Company while you hold the role of Chief~~ ~~Executive Officer.~~

1ELECTRONIC ~~ENGAGEMENT~~LODGEMENT

	1.1	The commencement date of your employment with Telstra under this Agreement is 1 July 2005.
	1.2	You shall exercise the powers and perform the duties consistent with the office of Chief Executive Officer as may be delegated or assigned to you by the Board from time to time. The Board will not delegate or assign to you powers or duties that are materially inconsistent with the status of the office of Chief Executive Officer.
	1.3	You will report directly to the Board and must provide prompt and full information of your conduct of the business and affairs of Telstra to the Board and conform and comply at all times in all material respects with the reasonable directions given to you by the Board.
	1.4	A close and constructive relationship with the Chairman of the Board will be critical to your success in this role. The Chairman will be your principal point of contact and referral between Board meetings.
	1.5	You will comply in all material respects with Company policy, Telstra Business Principles and the Telstra Code of Conduct.
	1.6	This offer of employment is conditional upon you having, during your employment with Telstra, a valid and current working visa as issued by the Department of Immigration and Multicultural and Indigenous Affairs to live and work in Australia and fulfil the duties of your position and your obligations under this Agreement.

Dear Sir or Madam

~~Table~~Telstra ofEurobond ~~Contents~~Issue 2005 – Additional Supplementary Information Memorandum

2	RELOCATION
	The Company will in accordance with Company policy provide you with assistance with the relocation of yourself and your immediate family to Melbourne or Sydney at the commencement of this Agreement, regular return home and family visits during the period of the Agreement, and repatriation to your home country on completion of the contract or on termination.
3	PERFORMANCE

Please find attached an additional Supplementary Information Memorandum which has been lodged with the United Kingdom Listing Authority. This updates the original Information Memorandum dated 23 September 2004 and the Supplementary Information Memorandum dated 6 June 2005.

	3.1	You are required to perform your role in a proper and efficient manner. You will be expected to devote your time, attention and energy to the performance of your duties and achieving your accountabilities and to use your best endeavours to promote and enhance the interests of the Telstra Group, in a manner that is consistent with the Telstra Values.
	3.2	Following your appointment, the Board will, following consultation with you, establish Key Performance Indicators (KPI) for your role. The Board may review the KPIs from time to time, following consultation with you.
	3.3	Except with the written consent of the Chairman of the Board which will not be unreasonably withheld, you must not undertake, be employed in connection with or have any interest in any other business or profession during your employment under this Agreement, other than by way of holding any shares or other securities which are publicly listed or in a private family company or otherwise available to the general public by way of investment.

Yours sincerely

(DOUGLAS GRATION SIGNATURE)

4	TOTAL PACKAGE
	The Total Package Summary (Attachment 1) annexed to this Agreement includes details of your remuneration package. No other remuneration arrangements exist outside this framework unless explicitly approved by the Board.
	You will be eligible to participate in the Telstra Short Term Incentive Plan (STIP) and Long Term Incentive Plan (LTIP) as part of your Total Package in accordance with the design of the STIP and LTIP as varied from time to time. The benefits arising from participation in the STIP and LTIP also depend on your performance and the performance of the Company.
	The attached summary provides your remuneration from your commencement date stated in clause 1.1. This will be reviewed from October each subsequent year beginning in 2006. The performance of the company, and your own performance, will influence these reviews. Any change to your remuneration package will be detailed in a new Remuneration Summary. The Fixed Remuneration and the maximum percentage of Fixed Remuneration represented by Short Term Incentive Plan and Long Term Incentive Plan targets will not decrease.
5	SIGN ON ARRANGEMENTS

Douglas Gration
Company Secretary

~~The~~Telstra ~~following~~Corporation ~~sign~~Limited ACN on051 ~~arrangements~~775 ~~will~~556 ABN ~~apply~~33 on051 ~~commencement~~775 ~~of your employment:~~556

	(a)	In recognition of the disruption to you involved in accepting the employment and the opportunities you will forgo as a result, Telstra will pay you a once-off sign–on bonus of AUD1,000,000.00 (less taxation deductions as required by law); and
	(b)	Telstra will pay you a sign-on incentive in the amount of 50% of your maximum benefit under the STIP in respect of your participation in the STIP for the 2005/2006 financial year (AUD1,500,000.00 less taxation deductions as required by law). An amount equivalent to this sign-on incentive will be deducted from the benefit you would otherwise receive

Supplemental Information Memorandum

(TELSTRA LOGO)

9Telstra ~~June~~Corporation ~~2005 page 2~~Limited

~~Table~~(ABN 33 051 775 556) (incorporated with limited liability in the Commonwealth of ~~Contents~~Australia)

~~under the STIP at the conclusion of that year. However~~€8,000,000,000 Debt ~~you~~Issuance ~~will not be required to repay the sign-on incentive in the event that it exceeds the amount payable to you under the STIP.~~Program

6	SUPERANNUATION
	A company superannuation benefit is included in your Fixed Remuneration. At all times you must allocate at least the minimum Superannuation Guarantee (as varied from time to time) to a complying superannuation scheme in accordance with Telstra Policy. Additional superannuation contributions above this amount can be paid from your Total Remuneration (including the sign on payment under Clause 5(a)), subject to statutory limits.
	Provided that you elect to make the Telstra Superannuation Scheme your principal superannuation scheme, you will be provided with Death and Disability insurance in accordance with the rules of the Scheme.

These supplementary listing particulars (“Supplemental Information Memorandum”) are prepared in connection with the €8,000.000.000 Debt Issuance Program (“Program”) of Telstra Corporation Limited (“Issuer”) and are supplemental to, and should be read in conjunction with, the Information Memorandum dated 23 September 2004 (“Original Information Memorandum”) and the Supplemental Information Memorandum dated 6 June 2005. This Supplemental Information Memorandum comprises supplementary listing particulars as required under section 81 of the Financial Services and Markets Act 2000 (FSMA”).

7Copies ~~LEAVE~~of this Supplemental Information Memorandum, which comprises supplementary listing particulars approved by the United Kingdom Listing Authority in accordance with Part VI of the FSMA, have been delivered for registration to the Registrar of Companies In England and Wales as required by section 83 of the FSMA.

	7.1	You will accrue annual leave and long service leave in accordance with Telstra policy. Leave can be taken at a time agreed between you and the Board.
	7.2	Sick leave will be by agreement with the Board.

Arranger

~~8 TERMINATION OF YOUR EMPLOYMENT~~JPMorgan

	8.1	Your employment may be terminated by either party giving thirty (30) days written notice to the other party or such other period as may be agreed by the parties in writing.
	8.2	If the Board terminates your employment on notice, you may be required to remain in Telstra’s service for all or part of the notice period; be paid at your Fixed Remuneration rate in lieu of all or part of the notice period; or be paid at your Fixed Remuneration rate for the notice period but not required to attend for work during all or part of the notice period. This will be determined by the Board following consultation with you.
	8.3	The Board may terminate your employment if:

23 June 2005

~~(a)~~Important you commit any act of serious misconduct, which includes a material breach of the written policies of Telstra generally applicable to senior executives and which have been communicated to you, or Telstra’s Code of Conduct, or gross negligence; or (b) you engage in any conduct that in the reasonable good faith opinion of the Board materially adversely affects the reputation of the Company.Notice

In the event of such termination you will be entitled only to Fixed Remuneration to the date of termination, which shall be immediate. Further, you will not be entitled to any payment under the Short Term Incentive Plan or Long term Incentive plan and any rights to shares that have not been vested to you or not exercised by you prior to the date of termination will lapse. 8.4 If the Board terminates your employment for any reason other than in accordance with clause 8.3, or if you terminate your employment for Good Reason, you will receive, in addition to any payment in lieu of notice:Responsibility

~~(a)~~Unless aotherwise ~~termination~~defined ~~payment~~in ofthis Supplemental Information Memorandum, terms defined in the Original Information Memorandum have the same respective meaning where they appear in this Supplemental Information Memorandum.

~~(1)~~The ~~twenty~~Issuer ~~four~~accepts ~~(24)~~responsibility ~~months~~for ~~Fixed~~all ~~Remuneration~~information ifcontained ~~the~~in ~~termination~~this ~~occurs~~Supplemental ~~within~~Information Memorandum. To the ~~first~~best ~~twelve~~of the knowledge and belief of the Issuer (12which has taken all reasonable care to ensure that such is the case) ~~months~~the ofinformation ~~your~~contained ~~employment;~~in orthis Supplemental Information Memorandum is in accordance with the facts and does not omit anything likely to affect the import of such information.

9Any ~~June~~reference ~~2005~~in ~~page~~this 3document to listing particulars means this document excluding all information incorporated by reference. The Issuer has confirmed that any information incorporated by reference, including any such information to which readers of this document are expressly referred, has not been and does not need to be included in the listing particulars to satisfy the requirements of the Act or the Listing Rules. The Issuer believes that none of the information incorporated therein by reference conflicts in any material respect with the information included in the listing particulars.

~~Table~~This Supplemental Information Memorandum should be read and construed with any amendment or supplement to it, with any Pricing Supplement and with any other documents incorporated by reference as set out under the section in the Original Information Memorandum entitled “Documents Incorporated by Reference” provided always that any such amendment or supplement and any other such documents incorporated by reference shall not form part of ~~Contents~~the listing particulars or the supplementary listing particulars as comprised by the Original Information Memorandum, the Supplemental Information Memorandum dated 6 June 2005 and this Supplemental Information Memorandum, respectively.

~~(2)~~None ~~twelve~~of ~~(12)~~the ~~months~~Arranger ~~Fixed Remuneration~~nor, ifwhen appointed, the ~~termination~~Dealers ~~occurs~~makes ~~after~~any representation or warranty, express or implied as to, nor assumes any responsibility or liability for the ~~first~~authenticity, ~~twelve~~origin, validity, ~~(12)~~accuracy ~~months~~or completeness of, ~~your~~or ~~employment~~any errors or omission in any information statement, opinion or forecast contained in this Supplemental Information Memorandum.

~~(b)~~No a pro-rata payment in respect of your participation in the STIP for the year in which your termination occurs in accordance with the design of the STIP as varied from time to time. As the employment relationship has ceased, you will not be eligible to pro-rata rights to shares in respect of that year. However, you will receive the equivalent value of this benefit in cash based on achievement of the STIP targets. Further, any rights to shares previously provided under the STIP not vested to you at the time of the termination will be vested to you upon termination of your employment; (c) your allocation of rights to shares as a result of your participation in the LTIP up to the time of your termination, which will vest in accordance with the performance hurdles and timetable for the exercise of such rights under the terms of the LTIP as at the time of allocation to you. (d) any California tax penalties or interest on taxes due to an early return to California will be reimbursed and grossed up by Telstra. (e) In this clause 8.4, “Good Reason” means:authorisation

	(1)	except where agreed between the parties, any material diminution of title, authority, status, duties or responsibilities contemplated by this agreement;
	(2)	any change in reporting relationship as a result of which you report to any person other than to the Board or its Chairman;
	(3)	any material failure by the Company to comply with the provisions of clause 4, including any failure to pay the Fixed Remuneration, STIP, LTIP or any other amounts when due; or
	(4)	any material breach by the Company of its obligations under this Agreement.

No person has been authorised to give any information or make any representation not contained in this Supplemental Information Memorandum or in the Original Information Memorandum in connection with the Issuer, or its subsidiaries, the Program or the offer or subscription of the Notes. If given or made, such representation or information must not be relied upon as having been authorised by the Issuer or its subsidiaries or the Arranger or, when appointed, any of the Dealers.

		You acknowledge and agree that in part the payments in clause 8.4(a), (b) and (c) are to compensate you for the restraint agreed to in Clause 9.
	8.5	On commencement of your employment, and from time-to-time as requested by the Company, you are required to seek advice from a mutually agreed upon taxation adviser (whose reasonable costs shall be paid by the Company) with respect to your Californian taxation obligations and to take all reasonable actions in accordance with this advice to ensure the arrangements in clause 8.4(d) do not incur unnecessary cost to the Company.
	8.6	If your employment terminates as a result of disability, death or by you reaching retirement as defined by the rules of the STIP and LTIP, you (or your estate) will receive the benefits under clause 8.4(b) and 8.4(c) above.
	8.7	Subject to clause 8.8 below, if you terminate your employment in accordance with clause 8.1:

Currency of Information

(Neither the delivery of this Supplemental Information Memorandum, the Original Information Memorandum or any Pricing Supplement nor the offer or subscription of Notes implies or should be relied upon as a) ~~within~~representation ~~three~~or ~~years~~warranty that the information contained in this Supplemental Information Memorandum or the Original Information Memorandum concerning the Issuer or its subsidiaries is correct at any time subsequent to the date of ~~your~~this ~~commencement~~Supplemental Information Memorandum or that any information supplied in connection with the Program is correct as of any time subsequent to the date: indicated.

~~(1) you will not be eligible to receive any payment or other benefit in respect of the STIP for the year in which your termination occurs; and~~Distribution

9The ~~June~~distribution ~~2005~~of ~~page~~this 4Supplemental Information Memorandum, the Original Information Memorandum and any Pricing Supplement and the offer or subscription of the Notes may be restricted by law in certain jurisdictions. Persons into whose possession this Supplemental Information Memorandum (including any documents incorporated by reference in it) or any Notes come must inform themselves about and observe any such restrictions.

~~Table~~No ofregistration ~~Contents~~in the United States

~~(2)~~The ~~you~~Notes have not been and will ~~receive~~not abe ~~pro-rata~~registered ~~allocation~~under the Securities Act of ~~rights~~1933 toof ~~shares~~the United States (as aamended), ~~result~~and ofinclude ~~your~~Notes ~~participation~~ in ~~the~~bearer ~~LTIP~~form upthat are subject to ~~the~~U.S. ~~date~~tax oflaw requirements. ~~your~~Subject ~~termination~~to incertain ~~accordance~~exceptions, ~~with~~Notes may not be offered, sold, delivered or transferred within the ~~rules~~United States or to, or for the account of, U.S. persons (as defined in Regulation S under the ~~LTIP~~Securities Act).

~~(b) after three years of your commencement date:~~2

	(1)	you will receive a pro-rata payment in respect of your participation in the STIP for the year in which your termination occurs in accordance with clause 8.4(b) above; and
	(2)	you will receive your allocation of rights to shares as a result of your participation in the LTIP up to the time of your termination, which will vest in accordance with the performance hurdles and timetable for the exercise of such rights under the terms of the LTIP as at the time of the allocation to you.

No public offer in the United Kingdom

~~8.8~~The IfIssuer ~~you~~has ~~terminate~~not ~~your~~authorised ~~employment~~any ~~under~~offer ~~clause~~to ~~8.1~~the aspublic ain ~~result~~the ofUnited aKingdom ~~Change~~within ofthe ~~Control~~ meaning of the ~~Company,~~Public ~~within~~Offers ~~six months~~ of ~~such~~Securities ~~Change~~Regulations ~~of Control~~1995, ~~then~~as ~~you~~amended, ~~will receive~~ (the ~~benefits~~“Regulations”) ~~set~~of ~~out~~Notes having ina ~~clause~~maturity ~~8.4~~of asone ifyear ~~the~~or ~~Board~~more ~~had~~which ~~elected~~have tonot ~~terminate~~been ~~your~~admitted ~~employment~~to listing in accordance with Part VI ~~that~~of ~~clause~~the FSMA. ~~For~~Such ~~the~~Notes ~~purposes~~may ofnot ~~this~~be ~~clause,~~lawfully ~~“Change~~offered ofor ~~Control”~~sold ~~means~~to ~~any~~persons ~~entity,~~in ~~other~~the ~~than~~United Kingdom ~~the~~except ~~Commonwealth~~in ofcircumstances ~~Australia~~which ordo annot ~~entity~~result ~~created~~in oran ~~controlled~~offer byto the ~~Commonwealth~~public ofin ~~Australia,~~the ~~gaining~~United aKingdom within ~~controlling~~the ~~interest~~meaning of the ~~Company~~Regulations or otherwise in ~~accordance~~compliance ~~generally~~with ~~accepted~~all ~~Australian~~applicable ~~accounting~~provisions ~~standards~~of the Regulations.

9No ~~FUTURE EMPLOYMENT~~offer

	9.1	For the purposes of this clause, the expression “the business of Telstra” includes any telecommunications business or any business of a like nature to that conducted by Telstra and which operates in the Australian and/or New Zealand markets.
	9.2	If your employment with Telstra ceases for any reason you must not (without the prior written consent of Telstra) be employed by, or provide services as an agent, independent contractor or in any other capacity to any business that is directly competitive with the business of Telstra in a material way, whether in Australia or New Zealand, for a period of six months from the date of the termination of your employment with the Company. For the purposes of this sub-clause 9.2, the parties acknowledge that at the time of entering into this Agreement, material competitors of Telstra are Optus, Telecom New Zealand, Vodafone Australia and New Zealand and Hutchison Australia.
	9.3	The parties acknowledge that part of the remuneration and benefits, including, but not limited to, the notice and termination payments set out in clause 8, provided to you by Telstra is specifically referable to this obligation and your agreement to this term is an acknowledgment that this term is reasonable and goes no further than is necessary to protect the interests and Confidential Information of Telstra and its Related Bodies Corporate.
	9.4	It is intended by the parties that the restraints contained in this clause will operate to the maximum extent. Further, the parties agree that if any court were to find any aspect of this clause to be void or unenforceable but that it would be valid if part of the wording was deleted or the period or the area was reduced, the restraints will apply with such modifications as may be necessary to make it valid and effective.

None of this Supplemental Information Memorandum, the Original Information Memorandum, nor any Pricing Supplement constitutes nor is it intended to constitute an offer or an invitation by or on behalf of the Issuer, or its subsidiaries, the Arranger or, when appointed, any Dealers to any person to subscribe for, purchase or otherwise deal in any Notes, nor it is intended to be used for the purpose of or in connection with offers or invitations to subscribe for, purchase or otherwise deal in any Notes.

10No ~~BENEFITS~~independent verification

10The Arranger and, when appointed, the Dealers have not separately verified the information contained in this Supplemental Information Memorandum or in the Original Information Memorandum.1 None ~~You~~of ~~will~~this beSupplemental ~~provided~~Information Memorandum, the Original Information Memorandum nor any other information supplied in connection with ~~telecommunications~~the Program is intended to provide the basis of any credit or other evaluation and ~~related~~should ~~products~~not be considered as a recommendation by the Issuer, ~~services~~the ~~and~~Arranger or, ~~equipment~~when ~~for~~appointed, ~~business~~any of the Dealers that any recipient of this Supplemental Information Memorandum, ~~personal~~the Original Information Memorandum or any other information supplied in connection with the Program should purchase the Notes nor does it constitute an offer or an invitation to subscribe for Notes. Each potential purchaser of Notes should determine for itself the relevance of the information contained in this Supplemental Information Memorandum and ~~domestic~~the ~~use~~Original Information Memorandum and any purchase of Notes should be based upon such investigation as it considers necessary. InThe ~~addition~~Arranger and, ~~Telstra~~when appointed, the Dealers do not undertake to review the financial condition or affairs of the Issuer during the life of the Program or to advise any investor or potential investor in the Notes of any information relating to the Issuer.

9No ~~June~~significant ~~2005 page 5~~change

~~Table~~Save as disclosed in this Supplemental Information Memorandum there has been no significant change and no significant new matter has arisen since the publication of ~~Contents~~the Supplemental Information Memorandum dated 6 June 2005.

		will pay for the travel and accommodation of your spouse in accordance with normal Telstra policy when travelling with you on Company business.
	10.2	You will be provided with health insurance in accordance with Telstra Policy.
	10.3	The Company will reimburse you for all appropriate business expenses in accordance with the terms of the Company’s policies and procedures in effect from time to time.

11The ~~INDEMNITY~~information set out under the heading “Access pricing” on page 37 of the Original Information Memorandum (as amended by the Supplemental Information Memorandum dated 6 June 2005) is updated by inserting the following additional paragraph:

AsIn ~~you~~April 2005, ~~are~~the ~~appointed~~ACCC tocommenced ~~positions~~a review of ~~statutory~~local ~~responsibility~~telecommunications services. The ACCC’s inquiry involves both a review of the current local carriage service declaration under Part XIC of the Trade Practices Act, and ~~accountability~~a inmore ~~companies~~comprehensive ~~formed~~review orof ~~acquired~~the byACCC’s ~~Telstra~~approach to regulating the fixed line local telecommunications market. Depending on its outcome, the review ~~Telstra~~may ~~Directors’~~impact on the access prices for various local call and/or ~~Officer~~basic ~~Liability~~access ~~Policy~~services provided ~~will~~by ~~apply~~Telstra. 12The ~~CONFIDENTIALITY~~review is unlikely to be completed before late 2005.

	12.1	Confidential Information means any information in respect of the Company or the Company’s business (including, but not limited to, any idea, concept, process or know-how) which is not in the public domain (other than as a result of a breach of the Company’s confidence).
	12.2	You must:

The information set out under the heading “Directors” on page 54 of the Original Information Memorandum (as amended by the Supplemental Information Memorandum dated 6 June 2005) is updated by inserting the following additional text in table footnote (2):

~~(a)~~On ~~keep~~9 ~~any Confidential Information of which you become aware during the course of your employment secret and confidential~~June 2005, ~~except~~Telstra toannounced ~~the extent~~ that ~~you are required by law to disclose~~ it; ~~(b)~~had ~~take~~appointed ~~all~~Solomon ~~reasonable~~Trujillo ~~and~~as ~~necessary~~Chief ~~precautions~~Executive Officer ~~to maintain the secrecy~~ and ~~prevent~~as ~~the~~an ~~disclosure~~Executive ofDirector. ~~any~~Mr ~~Confidential~~Trujillo ~~Information;~~will ~~and~~take ~~(c)~~up ~~not,~~his ~~except~~appointment inon ~~the~~1 ~~ordinary and proper course of employment with the Company, disclose Confidential Information to any third party without the prior written consent of the Board~~July 2005.

~~12.3~~The ~~Your~~information ~~obligations~~set out under ~~this~~the ~~clause~~heading ~~survive~~“Zygmunt ~~the~~E ~~termination~~Switkowski” on page 55 of ~~your~~the ~~employment~~Original Information Memorandum is updated by deleting “since March 1999” in the third line and replacing it with:

13until ~~INTELLECTUAL~~1 ~~PROPERTY~~July 2005

	13.1	Intellectual Property means all present and future rights to intellectual property including any inventions and improvements, trade marks (whether registered or common law trade marks), designs, copyright, any corresponding property rights under the laws of any jurisdiction and any rights in respect of an invention, discovery, trade secret, secret process, know-how, concept, idea, information, process, data or formula.
	13.2	Subject to any express written agreement to the contrary, all Intellectual Property created by you in the course of your employment with the Company automatically vests in the Company.
	13.3	You must do all things necessary or desirable to vest in the Company ownership of any Intellectual Property created by you in the course of your employment with the Company, including executing any documents which are reasonably required by the Company to give effect to clause 13.1.
	13.4	You must disclose to the Company any discovery, invention, secret process, system or improvement made or discovered by you during the course of your employment with the Company in connection with or in any way affecting or relating to the Company’s business or capable of being used or adapted for use by the Company or in connection with its business.
	13.5	Your obligations under this clause survive the termination of this agreement.

The biography information for each of the directors set out on pages 54 to 56 of the Original Information Memorandum is updated by inserting the following additional paragraph at the end of the existing information:

9 Solomon ~~June~~Trujillo ~~2005~~— ~~page~~BSc 6(Bus), MBA

~~Table~~ Age ~~of Contents~~53

14 Chief ~~AUSTRALIAN~~Executive ~~TAXATION~~Officer ~~EQUALISATION~~(CEO) and Executive Director

~~14.1~~ CEO ~~The~~and ~~Australian~~Executive ~~Government~~Director ~~has~~as ~~announced in the 2005 Budget that it proposes to grant an exemption for temporary residents from Australian taxation on most~~ of ~~their~~1 ~~foreign source income. More specifically, the measure will:~~July 2005

~~(a)~~Formerly ~~Exempt~~Chief ~~foreign~~Executive ~~source~~Officer ~~income~~ of ~~temporary~~Orange, ~~residents~~formerly ~~for~~Chief ~~four~~Executive ~~years;~~Officer ~~(b)~~of ~~Ensure~~Gravitron, formerly ~~that~~Chairman, noChief ~~capital~~Executive ~~gain~~Officer orand ~~loss~~President ~~would arise on the disposal~~ of ~~foreign~~US ~~assets~~West byInc. ~~temporary~~Mr ~~residents~~Trujillo ~~for~~is currently ~~four~~sitting ~~years;~~on ~~(c)~~the ~~Remove~~boards ~~interest withholding tax obligations~~ of ~~temporary~~Pepsi, ~~residents~~Target, ~~for~~Gannett ~~four years; and~~ (~~d) Extend~~ the ~~existing~~newspaper ~~four~~chain) ~~year~~and ~~exemption~~EDS. ~~from~~He will ~~the~~leave ~~foreign~~all ~~investment~~but ~~fund~~one ~~rules~~of ~~for~~these ~~temporary~~board ~~residents~~positions.

		If the legislation to give effect to this measure is not passed with effect from 1 July 2005, the Company will provide you with taxation equalisation so that the net Australian taxation result for you will be the same as if the legislation had been passed to give effect to this measure with effect from 1 July 2005.
	14.2	If the legislation is not passed, or is not passed with effect from 1 July 2005, you are required to seek advice from a mutually agreed upon taxation adviser (whose reasonable costs shall be paid by the Company) with respect to your foreign source income and to take all reasonable actions in accordance with this advice to ensure these arrangements do not incur unnecessary cost to the Company.
	14.3	The above taxation equalisation arrangement does not apply to taxation differentials which would apply irrespective of whether or not the proposed legislation is passed. In addition, you should be aware that under the proposed legislation you would lose the benefit of this measure if you apply for permanent residency in Australia.

15PRINCIPAL ~~ENTIRE~~OFFICE ~~AGREEMENT~~OF THE ISSUER

~~This~~Telstra ~~agreement~~Corporation isLimited 242 ~~made~~Exhibition ~~under~~Street Melbourne ~~the laws of~~ Victoria. Please indicate your acceptance of the terms and conditions outlined in this letter by signing the duplicate copy where indicated on each page and returning it to me as soon as possible This document together with any Attachments records the agreement between us. No other negotiations, understandings, contracts, agreements, representations, warranties, memoranda or commitments will affect the terms and conditions of your employment by Telstra. To the extent that there is any inconsistency between this Agreement and any Telstra policy, procedure or arrangement, the terms of this Agreement will prevail. This Agreement may only be varied and any right or obligation under it may only be waived in writing.3000

~~* * *~~REGISTERED OFFICE OF THE ISSUER

~~The~~Level ~~Board~~41 242 ~~and~~Exhibition IStreet Melbourne ~~look~~Victoria ~~forward to working closely with you. Yours sincerely~~3000

~~9 June 2005 page 7~~ARRANGER

~~Table~~J.P. ofMorgan ~~Contents~~Securities Ltd. 125 London Wall London EC2Y 5AJ

~~Donald~~AUDITORS ~~McGauchie Chairman,~~OF ~~Telstra~~THE ~~Corporation.~~ISSUER

IErnst ~~confirm~~& ~~acceptance~~Young 120 ofCollins ~~the~~Street Melbourne ~~terms~~Victoria ~~and conditions set out in this letter~~3000

~~Solomon~~FISCAL ~~Trujillo Date~~AGENT

9Deutsche ~~June~~Bank ~~2005~~AG, ~~page~~London 8Branch Winchester House 1 Great Winchester Street London EC2N 2DB

~~Table~~PAYING ~~of Contents~~AGENTS

~~Attachment~~Deutsche 1Bank Luxembourg S.A. 2 Boulevard Konrad Adenauer L-1115 Luxembourg

~~REMUNERATION~~Deutsche ~~PACKAGE~~Bank ~~FRAMEWORK~~AG, London Branch Winchester House 1 Great Winchester Street London EC2N 2DB

InAUSTRALIAN ~~accordance with Telstra’s Remuneration Framework, the details of your remuneration package are~~REGISTRAR ~~summarised below:~~

~~Fixed~~Austraclear ~~Remuneration~~Services ~~is the annual cash component of your remuneration which~~Limited ~~includes~~30 ~~salary,~~Grosvenor ~~superannuation, salary package benefits and any fringe benefit tax incurred by~~Street ~~Telstra~~Sydney inNSW ~~providing your remuneration package. When you commence in this role this will be~~2000 ~~$3,000,000 and it will be reviewed annually from October each year in accordance with clause 4.~~

~~Short~~NEW ~~Term~~ZEALAND ~~Incentive Plan (STIP) is an “at risk” element of your Remuneration and is to be paid~~REGISTRAR ~~based on performance against metrics set by the Board each year (as amended or replaced from time~~ ~~to time). You can achieve up to a maximum value equivalent to 100% of your fixed remuneration where~~ ~~you achieve personal targets set for you by the Board. This will require significant performance by~~ the Company and you personally. The actual value you receive will depend on your performance and that of the Company. In addition, the Board will set gateway targets. A performance scale exists between the gateway targets and your personal targets.

~~50%~~Computershare ofInvestor ~~resulting~~Services ~~value of the STIP will be provided to you in cash with the balance provide in the~~Limited ~~form~~Level ~~of rights to Telstra shares which will vest to you 1/3rd after 1 year, 1/3rd after~~ 2 ~~years and 1/3rd after three years. The volume weighted average~~ ~~price~~JD ~~(VWAP) for~~Edwards ~~the five days prior to allocation will be used to calculate the numbers of rights~~Building ~~which~~159 ~~will~~Hurstmere ~~be allocated to you. The number of shares that vest will be adjusted for dividends~~Road ~~declared~~Takapuna ~~for~~Auckland ~~the period that the right has been held in trust.~~1020

~~Long~~AUTHORISED ~~Term Incentive Plan (LTIP) is delivered through participation in the Company Long Term~~ADVISER ~~Incentive Plan which is currently allocated in the form of Performance Share Rights. These will be~~ ~~allocated equivalent to the value of 1331/3% of your Fixed Remuneration for achieving~~ ~~the pre-defined target hurdles which have been set for you personally by the Board. The achievement~~ of these targets require significant performance by the Company. The Board will also set a gateway target, whereby equity to the value of 100% of your Fixed Remuneration may vest. A linear scale will exist between these two targets. The current LTI policy of the Board provides for performance rights to be allocated based on the volume weighted average share price over the five (5) days prior to allocation. This price is not discounted in determining the number of performance rights which are allocated to you. Under the current plan design allocations are made annually.

~~Total~~J.P. ~~Package~~Morgan isSecurities ~~the~~Ltd. 125 ~~aggregate~~London ~~of your Fixed Remuneration, and any value you receive under the~~Wall ~~Short~~London ~~Term~~EC2Y ~~Incentive Plan and the Long Term Incentive Plan.~~5AJ

~~NOTES:~~5

1.LEGAL ~~Variation to Plans:~~ADVISERS

~~The~~to ~~design of~~ the ~~Short~~Issuer ~~Term Incentive Plan and the Long Term Incentive Plan may change from time~~as to ~~time~~Australian ~~to maintain alignment with the Company’s strategy and objectives. When this occurs these~~law ~~changes will be discussed with you. These changes will not reduce the remuneration value of these~~ ~~components of your remuneration package.~~

9Mallesons ~~June~~Stephen ~~2005~~Jaques Level ~~page~~50 Bourke 9Place 600 Bourke Street Melbourne Victoria 3000

~~Table~~to ofthe ~~Contents~~Issuer asto New Zealand law

2.Bell ~~Salary~~Gully Vero ~~Package~~Centre 48 ~~Benefits~~Shortland Street Auckland

~~You will be able~~ to ~~receive~~the ~~your~~Dealers ~~fixed remuneration, less pay~~ as ~~you go tax (PAYG) and~~ ~~superannuation,~~to asEnglish ~~cash, or in other benefits available through the Company’s salary package~~law ~~arrangements.~~

9Clifford ~~June~~Chance ~~2005~~Limited ~~page~~Liability Partnership 10 Upper Bank Street London E14 5JJ

~~Table of Contents~~6

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto ~~duly~~ duly authorized.

TELSTRA CORPORATION LIMITED Name: Douglas Gration Title: Company Secretary Date: 9 June 2005


TELSTRA CORPORATION LIMITED


Name:		Douglas Gration
Title:		Company Secretary

Date: 30 June 2005

Filing Compare · TELSTRA CORP LTD