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Mon 14 Apr 2008, 16:59 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 City Code on Takeovers and Mergers)             
1.   KEY INFORMATION                                                            
Name of person dealing (Note  See attached Schedule                             
1)                                                                              
Company dealt in              BHP Billiton Plc                                  
Class of relevant security    Ordinary Shares                                   
to which the dealings being                                                     
disclosed relate (Note 2)                                                       
Date of dealing               See attached Schedule                             
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        See attached        N/A                                     
securities          Schedule (Part A)                                           
                                                                                
(2) Derivatives     N/A                 N/A                                     
(other than                                                                     
options)                                                                        
(3) Options and     N/A                 N/A                                     
agreements to                                                                   
purchase/sell                                                                   
Total               See attached        N/A                                     
                   Schedule (Part A)                                            

(b)  Interests and short positions in relevant securities of the company, other 
than the class dealt in (Note 3)                                                
Class of relevant   Long                Short                                   
security:                                                                       
                   Number       (%)    Number      (%)                          
                                                                                
(1) Relevant        See attached        N/A                                     
securities          Schedule (Part B)                                           
                                                                                
(2) Derivatives     N/A                 N/A                                     
(other than                                                                     
options)                                                                        
(3) Options and     N/A                 N/A                                     
agreements to                                                                   
purchase/sell                                                                   
Total               See attached        N/A                                     
                   Schedule (Part B)                                            
                                                                                
(c)  Rights to subscribe (Note 3)                                               
Class of relevant security:   Details                                           
See attached Schedule (Part                                                     
C)                                                                              
3.   DEALINGS (Note 4)                                                          
(a)  Purchases and sales                                                        
Purchase/sale       Number of           Price per unit                          
                   securities          (Note 5)                                 
                                                                                
See attached                                                                    
Schedule (Part D)                                                               
(b)  Derivatives transactions (other than options)                              
Product name,  Long/short     Number of      Price per                          
e.g. CFD       (Note 6)       securities     unit (Note 5)                      
                             (Note 7)                                           
See attached                                                                    
Schedule                                                                        
(Part E)                                                                        
(c)  Options transactions in respect of existing securities                     
(i)  Writing, selling, purchasing or varying                                    
Product   Writing,     Number of  Exercise  Type,      Expiry  Option money     
name,     selling,     securitie  price     e.g.       date    paid/            
e.g.      purchasing,  s to                 American,          received per     
call      varying      which the            European           unit             
option    etc.         option               etc.               (Note 5)         
relates                                                   
                      (Note 7)                                                  
See                                                                             
attached                                                                        
Schedule                                                                        
(Part F)                                                                        
(ii) Exercising                                                                 
Product name, e.g.  Number of           Exercise price per                      
call option         securities          unit (Note 5)                           
See attached                                                                    
Schedule                                                                        
(Part G)                                                                        
(d)  Other dealings (including new securities) (Note 4)                         
Nature of           Details             Price per unit (if                      
transaction                             applicable)                             
(Note 8)                                (Note 5)                                
See attached                                                                    
Schedule                                                                        
(Part H)                                                                        
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.                                                    
None                                                                            
Is a Supplemental Form 8 attached? (Note 9)                 NO                  
Date of disclosure            14 April 2008                                     
Contact name                  Gail McGrath                                      
Telephone number              +44 20 7802 4108                                  
Name of offeree/offeror with  BHP Billiton Limited                              
which Associated                                                                
Specify category and nature   Category (3) - directors                          
of Associate status           (together with their close                        
(Note 10)                     relatives and related                             
                             trusts) of subsidiaries of                         
BHP Billiton plc and BHP                           
                             Billiton Ltd and fellow                            
                             subsidiaries and their                             
                             associated companies                               
Notes                                                                           
The Notes on Form 8.1 can be viewed on the Takeover Panel`s website at          
www.thetakeoverpanel.org.uk                                                     
SCHEDULE                                                                        
Form 8.1 Aggregated Dealings Disclosure                                         
Part A - Interests and short positions (following dealing) in the class of      
relevant security dealt in                                                      
Name               Holding of relevant securities  Holding of relevant          
(excl. relevant securities      securities under option       
                  under option)                                                 
                                                                                
                  Long           Short            Long            Short         

                  Number         Number %         Number %        Number %      
                                                                                
John Sew Atjon     33,027                                                       

                  0.00150%                                                      
                                                                                
Norman McGeorge    11,236                                                       

                  0.00051%                                                      
                                                                                
Table continues:.                                                               
Holding of            Total                                                     
derivatives other                                                               
than options                                                                    
Long       Short      Long       Short                                          

Number %   Number %   Number %   Number %                                       
                                                                                
                     33,027                                                     

                     0.00150%                                                   
                                                                                
                     11,236                                                     

                     0.00051%                                                   
                                                                                
Part B - Interests and short positions in relevant securities of the company,   
other than the class dealt in                                                   
Name           Holding of relevant            Holding of relevant securities    
              securities (excl. relevant     under option                       
              securities under option)                                          

              Long            Short          Long              Short            
                                                                                
              Number %        Number %       Number %          Number %         

N/A                                                                             
                                                                                
Table continues:...                                                             
Holding of derivatives other Total                                              
than options                                                                    
Long        Short            Long       Short                                   
                                                                                
Number %    Number %         Number %   Number %                                
                                                                                
                                                                                
                                                                                
Part C - Rights to subscribe                                                    
Name              Details                                                       
                                                                                
John Sew Atjon    5,038 Deferred Shares under the Group Incentive Scheme        
2005                                                           
                                                                                
                 2,617 Deferred Shares under the Group Incentive Scheme         
                 2006                                                           

                 4,144 Deferred Shares under the Group Incentive Scheme         
                 2007                                                           
                                                                                
2,422 Deferred Shares under the Group Incentive Scheme         
                 legacy scheme                                                  
                                                                                
                 5,000 Performance Shares under the Long Term Incentive         
Plan 2004                                                      
                                                                                
                 5,000 Performance Shares under the Long Term Incentive         
                 Plan 2005                                                      

                 5,000 Performance Shares under the Long Term Incentive         
                 Plan 2006                                                      
                                                                                
5,000 Performance Shares under the Long Term Incentive         
                 Plan 2007                                                      
                                                                                
Part D - Purchases and Sales                                                    
Name      Date of    Purchase/Sale  Number of  Price per                        
         dealing                   relevant   unit                              
                                   securities                                   
                                                                                
John Sew  03/04/2008 Sale           843        GBP15.95                         
Atjon                                                                           
Norman    10/04/2008 Sale           1,457      ZAR255.76                        
McGeorge                                                                        
Part E - Derivative Transactions                                                
Name           Date of      Product     long/short  Number of   Price per       
              dealing      name (e.g.              relevant    relevant         
                           contract                securities  security         
for                                                  
                           difference)                                          
                                                                                
N/A                                                                             

Part F - Writing, selling, purchasing or varying options                        
Name         Writing,     Number of  Exercise  Type,      Expiry   Option       
            selling,     securities           e.g.                money         
purchasing,  to which   price     American,  date                   
            varying      the option           European            paid/         
            etc.         relates              etc.                received      
                                                                  per unit      

N/A                                                                             
                                                                                
Part G - Exercising Options                                                     
Name            Date of   Product name  Number of      Exercise price per       
               exercise  (e.g.         relevant       relevant security         
                         option/award) securities                               
                                       acquired                                 

N/A                                                                             
                                                                                
                                                                                

Part H - Other dealings                                                         
Name      Date of     Number of   Nature of     Details        Price per        
         exercise    securities  transaction                  unit (if          
to which                                 applicable)       
                     the                                                        
                     dealing                                                    
                     relates                                                    

Norman    10/04/2008  1,748       Exercise      Exercise of    Nil              
McGeorge                                        Deferred                        
                                               Shares under                     
the Group                        
                                               Incentive                        
                                               Scheme 2003                      
                                                                                
Norman    10/04/2008  1,884       Exercise      Exercise of    Nil              
McGeorge                                        Deferred                        
                                               Shares under                     
                                               the Group                        
Incentive                        
                                               Scheme 2004                      
                                                                                
Date: 14/04/2008 16:59:36 Produced by the JSE SENS Department.                  
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