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Wed 2 Apr 2008, 12:56 BIL - BHP Billiton Plc - Dealings By Offerors Off
BIL
 BIBLT                                                                           
BIL - BHP Billiton Plc - Dealings By Offerors, Offeree Companies Or Their       
              Associates For Themselves Or For Discretionary Clients            
BHP Billiton Plc                                                                
Share code:  BIL                                                                
ISIN:        GB0000566504                                                       
FORM 8.1                                                                        
DEALINGS BY OFFERORS, OFFEREE COMPANIES OR THEIR ASSOCIATES                     
FOR THEMSELVES OR FOR DISCRETIONARY CLIENTS                                     
(Rules 8.1(a) and (b)(i) of the Takeover Code)                                  
1.   KEY INFORMATION                                                            
Name of person dealing (Note  Marius Kloppers                                   
1)                            (The shares were acquired on-market               
                             by Computershare Nominees CI Ltd on                
                             behalf of Marius Kloppers under the                
                             rules of the BHP Billiton Group                    
Employee Share Plan.  The registered               
                             holder of the shares is                            
                             Computershare Nominees CI Ltd).                    
                                                                                
Company dealt in              BHP Billiton Limited                              
Class of relevant security    Ordinary Shares                                   
to which the dealings being                                                     
disclosed relate (Note 2)                                                       
Date of dealing               1 April 2008                                      
2.   INTERESTS, SHORT POSITIONS AND RIGHTS TO SUBSCRIBE                         
(a)  Interests and short positions (following dealing) in the class of relevant 
security dealt in (Note 3)                                                      
Long                  Short                        
                             Number          (%)   Number    (%)                
(1) Relevant securities       123      0.0000037                                
(2)  Derivatives (other  than                                                   
options)                                                                        
(3)  Options  and  agreements                                                   
to purchase/sell                                                                
Total                         123      0.0000037                                
(b)  Interests and short positions in relevant securities of the company, other 
than the class dealt in (Note 3)                                                
Class of relevant security:   Long                  Short                       
                             Number        (%)     Number    (%)                
(1) Relevant securities                                                         
(2)  Derivatives (other  than                                                   
options)                                                                        
(3)  Options  and  agreements                                                   
to purchase/sell                                                                
Total                                                                           
(c)  Rights to subscribe (Note 3)                                               
Class of relevant security:   Details                                           
Deferred Shares awarded       27,582 Deferred Shares awarded under              
under the Group Incentive     the Group Incentive Scheme.  The                  
Scheme                        Deferred Shares are exercisable from              
                             the first non-prohibited date after                
30 June 2009.  They will expire on                 
                             the day before the 3rd anniversary                 
                             of the exercisable date.                           
                                                                                

Performance Shares awarded    333,327 Performance Shares awarded                
under the BHP Billiton        under the BHP Billiton Limited Long               
Limited Long Term Incentive   Term Incentive Plan. The Performance              
Plan                          Shares are exercisable from the                   
                             first non-prohibited date after 30                 
                             June 2012.  They will expire on the                
                             day before the 5th anniversary of                  
the exercisable date.  The exercise                
                             of the Performance Shares is subject               
                             to certain performance hurdles being               
                             met which relate to the performance                
of the BHP Billiton Group as                       
                             compared to the weighted average                   
                             performance of companies in a                      
                             comparator group.                                  

3.   DEALINGS (Note 4)                                                          
(a)  Purchases and sales                                                        
Purchase/sale            Number of securities    Price   per   unit             
(Note 5)                        
Purchase                 46                      AUD 35.78                      
(b)  Derivatives transactions (other than options)                              
Product       Long/short       Number of         Price per unit                 
name,         (Note 6)         securities        (Note 5)                       
e.g. CFD                       (Note 7)                                         
                                                                                
(c)  Options transactions in respect of existing securities                     
(i)  Writing, selling, purchasing or varying                                    
Product  Writing,     Number of   Exercise   Type,     Expiry    Option         
name,    selling,     securities  price      e.g.      date      money          
e.g.     purchasing,  to which               American,           paid/          
call     varying      the option             European            received       
option   etc.         relates                etc.                per unit       
                     (Note 7)                                   (Note 5)        
                                                                                
(ii) Exercising                                                                 
Product name, e.g. call  Number of securities    Exercise price                 
option                                           per unit                       
                                                (Note 5)                        

                                                                                
(d)  Other dealings (including new securities) (Note 4)                         
Nature of transaction    Details                 Price per unit                 
(Note 8)                                         (if applicable)                
                                                (Note 5)                        
                                                                                
                                                                                
4.   OTHER INFORMATION                                                          
Agreements, arrangements or understandings relating to options or derivatives   
Full details of any agreement, arrangement or understanding                     
between the person disclosing and any other person relating to the              
voting rights of any relevant securities under any option referred              
to on this form or relating to the voting rights or future                      
acquisition or disposal of any relevant securities to which any                 
derivative referred to on this form is referenced.  If none, this               
should be stated.                                                               
Is a Supplemental Form 8 attached? (Note 9)                 NO                  
Date of disclosure                         2 April 2008                         
Contact name                               Gail McGrath                         
Telephone number                           +44 (0)20 7802 4108                  
Name of offeree/offeror with which         BHP Billiton Limited                 
associated                                                                      
Specify category and nature of associate   Category (3) -                       
status (Note 10)                           directors (together                  
                                          with their close                      
                                          relatives and related                 
                                          trusts) of BHP Billiton               
Plc and BHP Billiton                  
                                          Limited                               
Notes                                                                           
The Notes on Form 8.1 can be viewed on the Takeover Panel`s website at          
www.thetakeoverpanel.org.uk                                                     
Date: 02/04/2008 12:56:52 Produced by the JSE SENS Department.                  
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