Newcrest Finance Pty Limited

Offers to Purchase for Cash
Any and All of the Outstanding Securities Listed Below

Title of Security CUSIP Number Principal Amount Outstanding U.S. Treasury Reference Security

4.450% Senior Notes due 2021
65120FAA2 (144A) /
Q66511AA6 (Regulation S)
$750,000,000 2.000% UST due 11/15/2021

Up to the Aggregate Maximum Repurchase Amount(a) of the Outstanding Securities Listed Below

Title of Security CUSIP Number Principal Amount Outstanding U.S. Treasury Reference Security

4.200% Senior Notes due 2022
65120FAC8 (144A) /
Q66511AC2 (Regulation S)
$750,000,000 0.125% UST due 4/30/2022

________________________________________________________________________________________________________________________________________________________________________
(a) The offer with respect to the 4.200% Senior Notes due 2022 (the Maximum Tender Offer Notes) is subject to an aggregate maximum repurchase amount of $250,000,000
(the Aggregate Maximum Repurchase Amount).

To view copies of the Tender Offers documents please click on the documents below

Offer to Purchase

Any questions regarding procedures for tendering Securities or requests for additional copies of this Offer to Purchase and the Notice of Guaranteed Delivery should be directed to the Tender and Information Agent.

              The Information Agent and the Tender Agent for the Tender Offers is:

D.F. King & Co., Inc.

48 Wall Street, 22nd Floor
New York, New York 10005

Banks and Brokers call: (212) 269-5550
All others call Toll Free: (800) 761-6521
Email: newcrest@dfking.com

By facsimile:
(For Eligible Institutions only): (212) 709-3328
Attention: Andrew Beck
Confirmation by Telephone: (212) 269-5552

If a Holder has questions about any of the Tender Offers or the procedures for tendering Securities, the Holder should contact the Tender and Information Agent or the Dealer Managers at their respective telephone numbers. Requests for documents relating to the Tender Offers, including this Offer to Purchase, should be directed to the Tender and Information Agent.

                   The Dealer Managers for the Tender Offers are:

BofA Securities

One Bryant Park
New York, New York 10036
Attn: Liability Management Group
Toll-Free: (888) 292-0070
Collect: (980) 683-3215

J.P. Morgan

383 Madison Avenue
New York, New York 10179
Attn: Liability Management
Toll-Free: (866) 834-4666
Collect: (212) 834-2045
Email: JPM_LM@jpmorgan.com

RBC Capital Markets


200 Vesey Street, 8th Floor
New York, New York 10281
Attn: Liability Management
Toll-Free: (877) 381-2099
U.S.: (212) 618-7843
Email: liability.management@rbccm.com