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Tue 19 Aug 2008, 17:08 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    
name, e.g.   selling,      securities  price      e.g.       date     money     
call option  purchasing,   to which               American,           paid/     
            varying etc.  the option             European            received   
                          relates                etc.                per unit   
(Note 7)                                   (Note 5)   
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 5)                    
(Note 8)                                                                        
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            19 August 2008                                    
Contact name                  Ines Watson                                       
Telephone number              +44 20 7802 4176                                  
Name of offeree/offeror with  BHP Billiton Limited                              
which Associated                                                                
Specify category and nature   Category (3) - directors (together                
of Associate status           with their close relatives and                    
(Note 10)                     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          Holding of relevant                 
securities (excl. relevant   securities under                     
              securities under option)     option                               
                                                                                
              Long Number %    Short       Long       Short                     
Number %    Number %   Number %                  
                                                                                
Flavio Bulcao  415 Ordinary                                                     
              shares in BHP                                                     
Billiton Plc                                                      
                                                                                
              (0.000019%)                                                       
                                                                                
Philip Hynes   25,852                                                           
              Ordinary                                                          
              shares in BHP                                                     
              Billiton Plc                                                      

              (0.001171%)                                                       
                                                                                
Table continues:.                                                               
Holding of             Total                                                    
derivatives other                                                               
than options                                                                    
Long      Short        Long           Short                                     

Number %  Number %     Number %       Number %                                  
                                                                                
                      415 Ordinary                                              
shares in BHP                                             
                      Billiton Plc                                              
                                                                                
                      (0.000019%)                                               

                      25,852                                                    
                      Ordinary                                                  
                      shares in BHP                                             
Billiton Plc                                              
                                                                                
                      (0.001171%)                                               
                                                                                
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            Total                                                     
derivatives other                                                               
than options                                                                    
Long      Short       Long       Short                                          
                                                                                
Number %  Number %    Number %   Number %                                       
                                                                                

                                                                                
Part C - Rights to subscribe                                                    
Name                      Details                                               

Flavio Bulcao             1,334 Deferred Shares awarded under the Group         
                         Incentive Scheme 2004                                  
                                                                                
1,333 Deferred Shares awarded under the Group          
                         Incentive Scheme 2005                                  
                                                                                
                         1,814 Options awarded under the Group Incentive        
Scheme 2005                                            
                                                                                
                         1,263 Deferred Shares awarded under the Group          
                         Incentive Scheme 2006                                  

                         499 Deferred Shares awarded under the Group            
                         Incentive Scheme 2007                                  
                                                                                
1,963 Options awarded under the Group Incentive        
                         Scheme 2007                                            
                                                                                
                         5,000 Performance Shares awarded under the Long        
Term Incentive Plan 2004                               
                                                                                
                         5,000 Performance Shares awarded under the Long        
                         Term Incentive Plan 2005                               

                         5,000 Performance Shares awarded under the Long        
                         Term Incentive Plan 2006                               
                                                                                
5,000 Performance Shares awarded under the Long        
                         Term Incentive Plan 2007                               
                                                                                
Philip Hynes              2,481 Deferred Shares awarded under the Group         
Incentive Scheme 2005                                  
                                                                                
                         5,000 Performance Shares awarded under the Long        
                         Term Incentive Plan 2004                               

                         5,000 Performance Shares awarded under the Long        
                         Term Incentive Plan 2005                               
                                                                                
Part D - Purchases and Sales                                                    
Name        Date of   Purchase/Sale Number of   Price                           
           dealing                 relevant    per unit                         
                                   securities                                   

Flavio      27.05.08  Sale          1,631       GBP19.92                        
Bulcao                              Ordinary                                    
                                   shares                                       

Phillip     16.06.08  Sale          2,366       GBP19.54                        
Hynes                               Ordinary                                    
                                   shares                                       

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 (e.g.       Number of   Exercise          
              exercise  option/award)            relevant    price per          
                                                 securities  relevant           
acquired    security           
                                                                                
N/A                                                                             
                                                                                
Part H - Other dealings                                                         
Name         Date of    Number of      Nature of     Details       Price per    
            exercise   securities to  transaction                 unit (if      
                       which the                                  applicable)   
dealing                                                  
                       relates                                                  
                                                                                
Flavio       27.05.08   1,358          Exercise      Performance   Nil          
Bulcao                                               Shares                     
                                                    awarded                     
                                                    under the                   
                                                    Group                       
Incentive                   
                                                    Scheme 2003                 
                                                                                
Flavio       27.05.08   273            Exercise      Deferred      Nil          
Bulcao                                               Shares                     
                                                    awarded                     
                                                    under the                   
                                                    Group                       
Incentive                   
                                                    Scheme 2003                 
                                                                                
Philip       16.06.08   4,845          Exercise      Performance   Nil          
Hynes                                                Shares                     
                                                    awarded                     
                                                    under the                   
                                                    Group                       
Incentive                   
                                                    Scheme 2002                 
                                                                                
Philip       16.06.08   4,020          Exercise      Deferred      Nil          
Hynes                                                Shares                     
                                                    awarded                     
                                                    under the                   
                                                    Group                       
Incentive                   
                                                    Scheme 2003                 
                                                                                
Philip       16.06.08   3,254          Exercise      Performance   Nil          
Hynes                                                Shares                     
                                                    awarded                     
                                                    under the                   
                                                    Group                       
Incentive                   
                                                    Scheme 2003                 
                                                                                
Philip       16.06.08   1,490          Exercise      Awards under  Nil          
Hynes                                                the Co-                    
                                                    Investment                  
                                                    Plan                        
                                                                                
Philip       16.06.08   3,120          Exercise      Deferred      Nil          
Hynes                                                Shares                     
                                                    awarded                     
                                                    under the                   
Group                       
                                                    Incentive                   
                                                    Scheme 2004                 
                                                                                
Date: 19/08/2008 17:08:50 Produced by the JSE SENS Department.                  
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