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Mon 16 Apr 2007, 7:45 BIL - BHP Billiton Plc - Notification of Change of
BIL
 BIBLT                                                                           
BIL - BHP Billiton Plc - Notification of Change of Interests                    
BHP Billiton Plc                                                                
Share Code:    BIL                                                              
ISIN:          GB0000566504                                                     
16 April 2007                                                                   
Notification of Change of Interests of Persons Discharging Managerial           
Responsibilities and Connected Persons                                          
(Listing Rules & Disclosure Rules of the UK Listing Authority)                  
Name of entities    BHP Billiton Limited        BHP Billiton Plc                
                   ABN  49 004 028 077         REG NO  3196209                  
As part of a dual listed company structure, the Group voluntarily notifies all  
stock exchanges on which either BHP Billiton Plc or BHP Billiton Limited have   
primary or secondary listings, all those interests of persons discharging       
managerial responsibilities of both entities in the securities of both entities 
(and changes to those interests) which are required to be disclosed under the   
Listing Rules and Disclosure Rules of the United Kingdom Listing Authority and  
the Group`s Securities Dealing Code.                                            
We (the entities) advise the following information under the UK Listing         
Authority Disclosure Rule 3.1.4 and as agent for the person discharging         
managerial responsibilities in accordance with the Group`s Securities Dealing   
Code.                                                                           
Name of person discharging            Mr J C Fast                               
managerial responsibilities                                                     
Date of last notice                   11 December 2006                          
Date issuer informed of transaction   12 April 2007                             
Date and place of transaction         12 April 2007 on the Australian           
                                     Securities Exchange                        
Part 1 - Change of relevant interests in securities                             
Included in this Part are:                                                      
-    in the case of a trust, interests in the trust made available by the       
    responsible entity of the trust;                                            
-    details of the circumstance giving rise to the relevant interest;          
-    details and estimated valuation if the consideration is non-cash; and      
-    changes in the relevant interest of Connected Persons of the person        
    discharging managerial responsibilities.                                    
Direct or indirect interest           Direct                                    
Nature of indirect interest           -                                         
(including registered holder and the                                            
identity of a Connected Person if                                               
applicable)                                                                     
No. of securities held prior to       650                                       
change                                                                          
Class                                 Ordinary fully paid shares in BHP         
Billiton Ltd                               
Number acquired                       18,000 (following exercise of 16,791      
                                     Performance Share Plan Performance         
                                     Rights over 18,000 ordinary shares)        
Number disposed                       18,000                                    
Value/Consideration                   Exercise @ nil cost                       
                                     Sale @ $30.38 per share                    
No. of securities held after change   650                                       
Nature of change                      18,000 ordinary fully paid shares were    
Example:  on-market trade, off-       acquired following the exercise of        
market trade, exercise of options,    Performance Rights under the              
issue of securities under dividend    Performance Share Plan, and then sold     
reinvestment plan, participation in   on-market in order to meet a tax          
buy-back                              obligation.                               
Any additional information            In addition to the above, Mr Fast also    
                                     has an indirect interest in 2,945          
ordinary shares in BHP Billiton            
                                     Limited. This interest is held through     
                                     Famajohn Nominees Pty Ltd.                 
                                                                                
Part 2 - Change of interests in contracts other than as described in Part 3     
Included in this Part are:                                                      
-    only details of a contract in relation to which the interest has changed;  
    and                                                                         
-    details and estimated valuation if the consideration is non-cash.          
Detail of contract                    -                                         
Nature of interest  (including the    -                                         
identity of a Connected Person if                                               
applicable)                                                                     
Name of registered holder             -                                         
No. and class of securities to which  -                                         
interest related prior to change                                                
Interest acquired                     -                                         
Interest disposed                     -                                         
Value/Consideration                   -                                         
Interest after change                 -                                         
No. and class of securities to which  -                                         
interest related after the change                                               
Part 3 - Change of interests in options or other rights granted by the entities 
Included in this Part are only details of options or other rights granted which 
have changed, save for the total number of securities over which options or     
other rights are held following this notification.                              
Date of grant                         -                                         
Period during which or date on which  -                                         
exercisable                                                                     
Total amount paid (if any) for the    -                                         
grant                                                                           
Description of securities involved:   -                                         
class; number                                                                   
Exercise price (if fixed at time of   -                                         
grant) or indication that price is                                              
to be fixed at time of exercise                                                 
Part 3 - Change of interests in options or other rights granted by the entities 
(cont`d)                                                                        
Total number of securities over       78,384         73,119 vested              
which options or other rights held    Performance Rights to 78,384 ordinary     
at the date of this notice            shares of BHP Billiton Limited            
                                                                                
                                                    115,921 vested GIS          
                                     Performance Shares (ordinary shares of     
BHP Billiton Limited)                      
                                                                                
                                                    54,782 vested GIS           
                                     Deferred Shares (ordinary shares of BHP    
Billiton Limited)                          
                                                                                
                                                    54,782 maximum number of    
                                     GIS Performance Shares (ordinary shares    
of BHP Billiton Limited)                   
                                                                                
                                                    119,308 maximum number      
                                     of GIS Deferred Shares (ordinary shares    
of BHP Billiton Limited)                   
                                                                                
                                                    525,000 maximum number      
                                     of Performance Shares (ordinary shares     
of BHP Billiton Limited) under the LTIP    
                                     _______________________________________    
                                     948,177        Total                       
                                                                                
Any additional information            This change is in respect of the          
                                     exercise of 16,791 Performance Rights      
                                     (over 18,000 ordinary shares) under the    
                                     Performance Share Plan.                    

Part 4 - Contact details                                                        
Name of authorised officers           Mr R Mallett - BHP Billiton Limited       
responsible for making this                                                     
notification on behalf of the         Mrs I Watson - BHP Billiton Plc           
entities                                                                        
Contact details                       Mr R Mallett                              
                                          Tel: +61 3 9609 3324                  
Fax: +61 3 9609 4372                  
                                                                                
                                     Mrs I Watson                               
                                          Tel: +44 20 7802 4176                 
Fax: +44 20 7802 3054                 
Date: 16/04/2007 07:45:02 Produced by the JSE SENS Department.                  
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