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Fri 2 Oct 2009, 7:21 BIL - BHP Billiton Plc - Change in Director`s Interest
BIL
BIBLT                                                                           
BIL - BHP Billiton Plc - Change in Director`s Interest                          
BHP Billiton Plc                                                                
Share code: BIL                                                                 
ISIN: GB0000566504                                                              
BHP Billiton - Change in Director`s Interest                                    
2 October 2009                                                                  
Notification of Change of Interests of Directors and Connected Persons          
(Australian Securities Exchange Listing Rules Appendix 3Y)                      
(Listing Rules & Disclosure and Transparency Rules of the UK Listing Authority) 
Name of         BHP Billiton Limited      BHP Billiton Plc                      
entities                                                                        
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 Australian Securities Exchange (ASX) Listing Rules, the     
Listing Rules and Disclosure and Transparency Rules of the United Kingdom       
Listing Authority, the Australian Corporations Act, the United Kingdom Companies
Acts and the Group`s Securities Dealing Procedure.                              
We (the entities) advise the following information under ASX Listing Rule       
3.19A.2, the UK Listing Authority Disclosure and Transparency Rule 3.1.4 and as 
agent for the director for the purposes of section 205G of the Australian       
Corporations Act and in accordance with the Group`s Securities Dealing          
Procedure.                                                                      
Name of person discharging   Mr M J Kloppers                                    
managerial responsibilities                                                     
Date of last notice          23 September 2009                                  
Date issuer informed of      2 October 2009                                     
transaction                                                                     
Date and place of            Shareplus employee share plan trust                
transaction                  purchased the shares on the Australian             
                            Securities Exchange on 29 September 2009.           
                            The shares were allocated and the issuer            
informed on 2 October 2009.                         
Nature of transaction        52 ordinary fully paid shares of BHP               
                            Billiton limited purchased under Shareplus.         
                                                                                
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     Indirect                                                 
interest                                                                        
Nature of indirect     Mr Kloppers has an indirect interest in 548,678          
interest               ordinary shares in BHP Billiton Plc, as follows:         
(including registered  363,520 ordinary shares in BHP Billiton Plc              
holder)                registered in the name of Lynchwood Nominees             
                      Limited of which Mr Kloppers is the beneficial            
                      holder;                                                   
                                                                                
80,000 ordinary shares in BHP Billiton Plc held           
                      by the Kloppers Family Superannuation Fund and            
                      registered in the name of Lynchwood Nominees              
                      Limited; and                                              

                      105,158 ordinary shares in BHP Billiton Plc held          
                      by Maricar Pty Ltd as trustee for the Maricar             
                      Family Trust and registered in the name of                
Lynchwood Nominees Limited.                               
                      No change to BHP Billiton Plc interests above             
                      Mr Kloppers also has an indirect interest in              
                      27,962* ordinary shares in BHP Billiton Limited,          
as follows:                                               
                                                                                
                      27,582 ordinary shares in BHP Billiton Limited            
                      held by Maricar Pty Ltd as trustee for the                
Maricar Family Trust and registered in the name           
                      of UBS Wealth Management Australia Nominees Pty           
                      Ltd; and                                                  
                      380* ordinary shares in BHP Billiton Limited              
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.                  
* Note - total above includes shares acquired             
                      from this transaction.                                    
Date of change         2 October 2009                                           
No. of securities      548,678 (BHP Billiton Plc)                               
held prior to change   27,910 (BHP Billiton Limited)                            
Class                  Ordinary Shares in BHP Billiton Limited                  
Number acquired        52                                                       
Number disposed        -                                                        
Value/Consideration    A$37.91 per share (BHP Billiton Limited)                 
No. of securities      548,678 (BHP Billiton Plc) all held indirectly           
held after change      27,962 (BHP Billiton Limited) all held                   
                      indirectly                                                
Nature of change       Shareplus is an all-employee share purchase              
Example:  on-market    plan.  Under the plan, employees contribute              
trade, off-market      monies to purchase shares (Acquired Shares), up          
trade, exercise of     to an annual contribution limit of US$5,000 in           
options, issue of      any Plan year.  Shares are purchased on a                
securities under       quarterly basis using the employees`                     
dividend reinvestment  contributions made each pay period over the              
plan, participation    preceding 3 months. Any Acquired Shares still            
in buy-back            held by employees at the end of a 3 year holding         
                      period will be matched by the company on a 1:1            
                      basis.                                                    
                                                                                
Any additional         -                                                        
information                                                                     
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                                        -                          
Period during which or date on which exercisable     -                          
Total amount paid (if any) for the grant             -                          
Description of securities involved:                  -                          
class; number                                                                   
Exercise price (if fixed at 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      BHP Billiton Plc interests:                     
over which options or other                                                     
rights held at the date of      450,000 -   maximum number of                   
this notice                     Performance Shares (ordinary shares of          
                               BHP Billiton Plc) under the LTIP                 
________                                         
                               450,000 -   Total                                
                                                                                
                               BHP Billiton Limited interests:                  

                               95,847  -  maximum number of Deferred            
                               Shares (ordinary shares of BHP Billiton          
                               Limited) under the GIS                           

                               833,327  -  maximum number of                    
                               Performance Shares (ordinary shares of           
                               BHP Billiton Limited) under the LTIP             
380  -  maximum number of matched shares         
                               (ordinary shares of BHP Billiton                 
                               Limited) under Shareplus                         
                               ________                                         
929,554   - Total                                
                                                                                
Any additional information      This notification is in respect of the          
                               Acquired Shares under the Shareplus              
(share purchase) scheme (see Part 1)             
Part 4 - Contact details                                                        
Name of authorised officers     Fiona Smith - BHP Billiton Limited              
responsible for making this                                                     
notification on behalf of the   Geof Stapledon - BHP Billiton Plc               
entities                                                                        
Contact details                 Fiona Smith    Tel: +61 3 9609 3179             
                                     Fax:     +61 3 9609 4372                   

                               Geof Stapledon Tel: +44 20 7802 4176             
                                     Fax:     +44 20 7802 3054                  
BHP Billiton Limited ABN 49     BHP Billiton Plc Registration                   
004 028 077                     number 3196209                                  
Registered in Australia         Registered in England and Wales                 
Registered Office: 180          Registered Office: Neathouse                    
Lonsdale Street Melbourne       Place London SW1V 1BH United                    
Victoria 3000                   Kingdom                                         
The BHP Billiton Group is headquartered in Australia                            
Date: 02/10/2009 07:21:01 Produced by the JSE SENS Department.                  
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