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Wed 7 Dec 2011, 7:05 BIL - BHP Billiton Plc - Notification of Change of Interests of
BIL
BIBLT                                                                           
BIL - BHP Billiton Plc - Notification of Change of Interests of                 
Persons Discharging Managerial Responsibility                                   
BHP Billiton Plc                                                                
Share code:    BIL                                                              
ISIN:          GB0000566504                                                     
7 December 2011                                                                 
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 document.   
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 document.                                                    
Name of person           Mr A Calderon                                          
discharging managerial                                                          
responsibilities                                                                
Date of last notice      30 August 2011                                         
Date issuer informed of  6 December 2011                                        
transaction                                                                     
Date and place of        5 December 2011 (place of transaction not              
transaction              applicable)                                            
Nature of transaction    Award of Performance Shares under the 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 information         Mr Calderon has a direct interest in         
                                  175,269 ordinary shares in BHP Billiton       
                                  Plc.                                          
                                  Mr Calderon also has an indirect interest     
in 383 ordinary shares in BHP Billiton        
                                  Plc 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 in the above holdings.     
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                   5 December 2011                                 
Period during which or date on  Performance Shares - August 2016 to August      
which exercisable               2021                                            
                               Deferred Shares - August 2013 to August 2016     
Total amount paid (if any) for  -                                               
the grant                                                                       
Description of securities       146,510 Performance Shares under the LTIP       
involved:                       38,939 Deferred Shares under the GIS            
class; number                                                                   
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      BHP Billiton Plc                                
over which options or other                                                     
rights held at the date of      823,503  -  maximum number of Performance       
this notice                     Shares (ordinary shares of BHP Billiton Plc)    
                               under the LTIP                                   
                                                                                
69,434  -  maximum number of Deferred Shares     
                               (ordinary shares of BHP Billiton Plc) under      
                               the GIS                                          
                                                                                
383  -  maximum number of matched shares         
                               (ordinary shares of BHP Billiton Plc) under      
                               Shareplus                                        
                               _________                                        
893,320  -  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          Libby Joyner - BHP Billiton Limited        
responsible for making this                                                     
notification on behalf of the        Geof Stapledon - BHP Billiton Plc  -       
entities                             BHP Billiton Plc                           
Contact details                      Libby Joyner   Tel: +61 3 9609 2339        
                                         Fax: +61 3 9609 4372                   

                                    Geof Stapledon Tel: +44 20 7802 4176        
                                         Fax: +44 20 7802 3054                  
                                                                                
Sponsor: Absa Capital (the investment banking division of Absa Bank Limited,    
affiliated with Barclays Capital)                                               
Date: 07/12/2011 07:05:37 Produced by the JSE SENS Department.                  
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