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Tue 23 Nov 2004, 9:11 OFF-MARKET SHARE BUY-BACK - FINAL NOTICE
BHP BILLITON PLC - OFF-MARKET SHARE BUY-BACK - FINAL NOTICE                     
BHP BILLITON PLC                                                                
SHARE CODE:BIL                                                                  
ISIN:GB0000566504                                                               
23 November 2004                                                                
Off-Market Share Buy-Back - Final Notice                                        
Please find attached, for the information of your markets, a notice in the form 
(Appendix 3F) required by the Listing Rules of the Australian Stock Exchange    
advising the final number of shares bought back and the total consideration     
payable in respect of the off-market share buy-back announced on 5 October 2004.
Yours faithfully                                                                
Sam Butcher                                                                     
Assistant Company Secretary                                                     
Rule 3.8A                                                                       
Appendix 3F                                                                     
Final share buy-back notice                                                     
(except minimum holding buy-back)                                               
Introduced 1/9/99.  Origin:  Appendices 7D and 7E.  Amended 30/9/2001.          
Information and documents given to ASX become ASX`s property and may be made    
public.                                                                         
Name of entity                                ABN                               
BHP Billiton Limited                          49 004 028 077                    
We (the entity) give ASX the following information.                             
Description of buy-back                                                         
1  Type of buy-back      Selective buy-back on equal                            
                         access buy-back conditions as                          
                         modified                                               
Details of all shares bought back                                               
2  Number of shares      180,716,428                                            
   bought back                                                                  
3  Total consideration   A$2,271,605,499.96                                     
paid or payable for                                                          
   the shares                                                                   
4  If buy-back is an on- highest price:                                         
   market buy-back -     date:       N/A                                        
highest and lowest                                                           
   price paid                                                                   
                         lowest price:                                          
                         date:       N/A                                        
Compliance statement                                                            
1.   The company is in compliance with all Corporations Act requirements        
relevant to this buy-back.                                                      
2.   There is no information that the listing rules require to be disclosed that
has not already been disclosed, or is not contained in, or attached to, this    
form.                                                                           
Sign here:     .....................    Date: ...23 November 2004...            
(Director/Company secretary)                                                    
Print name:    ....Sam Butcher....                                              
Date: 23/11/2004 08:44:51 AM             
Produced by the JSE SENS Department                                             
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