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Thu 3 Jul 2008, 12:46 BHP Billiton Plc - Dealings by offerors offeree c
BIL
BIBLT                                                                           
BHP Billiton Plc - 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)                                                                  
BHP Billiton Plc                                                                
Share code:         BIL                                                         
ISIN:               BG0000566504                                                
                                                                     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 1)   BHP Billiton Employee Share Ownership Trust   
                                 (The shares were acquired on-market by         
                                 Computershare Nominees CI Limited on behalf    
                                 of BHP Billiton Employee Share Ownership       
Trust.  The registered holder of the shares    
                                 is Computershare Nominees CI Ltd)              
                                                                                
Company dealt in                  BHP Billiton Plc                              
Class of relevant security to     Ordinary Shares of US$0.50 each               
which the dealings being                                                        
disclosed relate (Note 2)                                                       
Date of dealing                   2 July 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                        358,754                          
0.016%                            
(2) Derivatives (other than options)                                            
(3) Options and agreements to purchase/sell                                     
Total                                          358,754                          
0.016%                            
(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                        N/A                              
(2) Derivatives (other than options)                                            
(3) Options and agreements to purchase/sell                                     
Total                                                                           
(c)  Rights to subscribe (Note 3)                                               
Class of relevant security:   Details                                           
N/A                                                                             
3.   DEALINGS (Note 4)                                                          
(a)  Purchases and sales                                                        
Purchase/sale            Number of securities    Price per unit (Note 5)        
Purchase                 1,342                   GBP18.36                       
(b)  Derivatives transactions (other than options)                              
Product name,       Long/short       Number of         Price per unit           
e.g. CFD            (Note 6)         securities        (Note 5)                 
(Note 7)                                   
N/A                                                                             
(c)  Options transactions in respect of existing securities                     
(i)  Writing, selling, purchasing or varying                                    
Product name,  Writing,     Number of      Exercise  Type,     Expiry Option    
e.g. call      selling,     securities to  price     e.g.      date   money     
option         purchasing,  which the                American         paid/     
              varying      option                   ,                receive    
etc.         relates (Note            European         d per      
                           7)                       etc.             unit       
                                                                     (Note      
                                                                     5)         
N/A                                                                             
(ii) Exercising                                                                 
Product name, e.g. call  Number of securities    Exercise price per unit        
option                                           (Note 5)                       
N/A                                                                             
(d)  Other dealings (including new securities) (Note 4)                         
Nature of transaction    Details                 Price per unit (if             
(Note 8)                                         applicable) (Note 5)           

N/A                                                                             
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                         3 July 2008                          
Contact name                               Ines Watson                          
Telephone number                           +44 (0)20 7802 4176                  
Name of offeree/offeror with which         BHP Billiton Limited                 
associated                                                                      
Specify category and nature of associate   Employee benefit trust               
status (Note 10)                           (category (6) associate)             
Notes                                                                           
The Notes on Form 8.1 can be viewed on the Takeover Panel`s website at          
www.thetakeoverpanel.org.uk                                                     
Date: 03/07/2008 12:46:03 Produced by the JSE SENS Department.                  
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