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Wed 10 Dec 2008, 7:15 BIL - BHP Billiton Plc - Notification of Change of Interests of Persons
BIL
BIBLT                                                                           
BIL - BHP Billiton Plc - Notification of Change of Interests of Persons         
                        Discharging Managerial Responsibility                   
BHP Billiton Plc                                                                
Share code: BIL                                                                 
ISIN: GB0000566504                                                              
Company Secretariat                                                             
9 December 2008                                                                 
To:  Australian Securities Exchange  cc: New York Stock Exchange                
                                        Swiss Stock Exchange                    
                                        JSE Limited                             
    London Stock Exchange               Deutsche Bank                           
UBS Zurich                              
Notification of Change of Interests of                                          
Persons Discharging Managerial Responsibility                                   
(Listing Rules & Disclosure and Transparency Rules of the UK Listing Authority) 
Name of         BHP Billiton         BHP Billiton Plc                           
entities        Limited                                                         
               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 Limited or BHP Billiton Plc have   
primary or secondary listings, all those interests of directors and 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 and Transparency Rules of the  
United Kingdom Listing Authority and the Group`s Securities Dealing Procedure.  
We (the entities) advise the following information under the UK Listing         
Authority Disclosure and Transparency Rule 3.1.4 and as agent for the person    
discharging managerial responsibilities in accordance with the Group`s          
Securities Dealing Procedure.                                                   
Name of person      Mr J M Yeager                                               
discharging                                                                     
managerial                                                                      
responsibilities                                                                
Date of last        19 December 2007                                            
notice                                                                          
Date issuer                                                                     
informed of         8 December 2008                                             
transaction                                                                     
Date and place of   4 December 2008 (place of transaction                       
transaction         not applicable)                                             
Nature of           Award of Performance Shares under the                       
transaction         Long Term Incentive Plan ("LTIP") and of                    
                   Deferred Shares under the Group                              
Incentive Scheme ("GIS").                                    
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 director.     
Direct or indirect       -                                                      
interest                                                                        
Nature of indirect       -                                                      
interest                                                                        
(including registered                                                           
holder)                                                                         
Date of change           -                                                      
No. of securities held   -                                                      
prior to change                                                                 
Class                    -                                                      
Number acquired          -                                                      
Number disposed          -                                                      
Value/Consideration      -                                                      
No. of securities held   -                                                      
after change                                                                    
Nature of change         -                                                      
Example:  on-market                                                             
trade, off-market                                                               
trade, exercise of                                                              
options, issue of                                                               
securities under                                                                
dividend reinvestment                                                           
plan, participation in                                                          
buy-back                                                                        
Any additional           Mr Yeager has an indirect interest in 172 BHP          
information              Billiton Limited shares (held as 86 Limited            
                        ADRs) held by Computershare Nominees on behalf          
                        of Shareplus participants as Acquired Shares            
under the scheme (Shareplus is an all-employee          
                        share purchase plan of the BHP Billiton                 
                        Group).                                                 
                        There is no change to the above holding.                
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             -                                                
Name of registered holder      -                                                
(if issued securities)                                                          
No. and class of securities    -                                                
to which interest related                                                       
prior to change                                                                 
Interest acquired              -                                                
Interest disposed              -                                                
Value/Consideration            -                                                
Interest after 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                   4 December 2008                                 
Period during which or date on  Performance Shares  - August                    
which exercisable               2013 to August 2018                             
                               Deferred Shares - August 2010                    
to August 2013                                   
                                                                                
Total amount paid (if any) for  -                                               
the grant                                                                       
Description of securities       225,000 Performance Shares                      
involved:                       under the LTIP                                  
class; number                   56,373 Deferred Shares under                    
                               the GIS                                          

Exercise price (if fixed at     Nil                                             
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      6,614    -    vested Deferred                   
over which options or other     Shares (ordinary shares of BHP                  
rights held at the date of      Billiton Limited) under the GIS                 
this notice                                                                     
                               82,833   -   maximum number                      
Deferred Shares (ordinary                        
                               shares of BHP Billiton Limited)                  
                               under the GIS                                    
                                                                                
962,702  -  maximum number of                    
                               Performance Shares (ordinary                     
                               shares of BHP Billiton Limited)                  
                               under the LTIP                                   

                               172     -      maximum number                    
                               of Matched Shares (ordinary                      
                               shares of BHP Billiton Limited,                  
held as 86 Limited ADRs) under                   
                               Shareplus                                        
                               _________                                        
                               1,052,321 - Total                                

                                                                                
Any additional information      This notification is in respect                 
                               of the award of Performance                      
Shares under the LTIP and                        
                               Deferred Shares under the GIS                    
Part 4 - Contact details                                                        
Name of authorised officers     Ms F Smith - BHP Billiton Limited               
responsible for making this                                                     
notification on behalf of the   Ms E Hobley - BHP Billiton Plc     - BHP        
entities                        Billiton Plc                                    
Contact details                 Ms F Smith     Tel: +61 3 9609 3179             
Fax: +61 3 9609 4372                        
                                                                                
                               Ms E Hobley    Tel: +44 20 7802 4054             
                                    Fax: +44 20 7802 3054                       

Date: 10/12/2008 07:15:02 Produced by the JSE SENS Department.                  
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