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Wed 2 Jul 2008, 13:06 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 (rules 8.1(a) and (b)(i) 
of the city code on takeovers and mergers)                                      
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 Takeover Code)                                  
1.   KEY INFORMATION                                                            
Name of person dealing (Note 1)            Marius Kloppers                      
                                                                                
Company dealt in                           BHP Billiton Plc                     
Class of relevant security to which the    Ordinary Shares of US$0.50 each      
dealings being disclosed relate (Note 2)                                        
Date of dealing                            N/A                                  
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 securities                    396,683   0.0179738                  
(2) Derivatives (other than options)                                            
(3)    Options    and    agreements    to                                       
purchase/sell                                                                   
Total                                      396,683   0.0179738                  
(b)  Interests and short positions in relevant securities of the company, other 
than the class dealt in (Note 3)                                                
Class of relevant security:                Long                 Short           
Number               Number           
                                          (%)                  (%)              
(1) Relevant securities                                                         
(2) Derivatives (other than options)                                            
(3)    Options    and    agreements    to                                       
purchase/sell                                                                   
Total                                                                           
(c)  Rights to subscribe (Note 3)                                               
Class of relevant security:                Details                              
Deferred Shares awarded under the Group    90,071 Deferred Shares awarded       
Incentive Scheme                           under the Group Incentive Scheme.    
                                          52,771 Deferred Shares were           
awarded in December 2005, 37,300      
                                          Deferred Shares were awarded in       
                                          December 2006, and are                
                                          exercisable from the first non-       
prohibited date after 30 June         
                                          2007 and 30 June 2008                 
                                          respectively.  They will expire       
                                          on the day before the 3rd             
anniversary of the exercisable        
                                          date.                                 
Performance Shares awarded under the BHP   675,000 Performance Shares           
Billiton Plc Long Term Incentive Plan      awarded under the BHP Billiton       
Plc Long Term Incentive Plan.         
                                          225,000 Performance Shares were       
                                          awarded in December 2004,             
                                          December 2005 and December 2006,      
and are exercisable from the          
                                          first non-prohibited date after       
                                          30 June 2011, 30 June 2010 and 30     
                                          June 2011 respectively.  They         
will expire on the day before the     
                                          5th anniversary of the                
                                          exercisable date.  The exercise       
                                          of the Performance Shares is          
subject to certain performance        
                                          hurdles being met which relate to     
                                          the performance of the BHP            
                                          Billiton Group as compared to the     
weighted average performance of       
                                          companies in a comparator group.      
3.   DEALINGS (Note 4)                                                          
(a)  Purchases and sales                                                        
Purchase/sale            Number of securities     Price per unit (Note 5)       
N/A                                                                             
(b)  Derivatives transactions (other than options)                              
Product name,     Long/short    Number of        Price per unit (Note 5)        
e.g. CFD          (Note 6)      securities                                      
                                (Note 7)                                        
N/A                                                                             
(c)  Options transactions in respect of existing securities                     
(i)  Writing, selling, purchasing or varying                                    
Product       Writing,      Number of      Exercise  Type,     Expiry Option    
name,         selling,      securities to  price     e.g.      date   money     
e.g. call     purchasing,   which the                American         paid/     
option        varying etc.  option                   ,                receive   
                           relates (Note            European         d per      
                           7)                       etc.             unit       
                                                                     (Note      
5)         
N/A                                                                             
(ii) Exercising                                                                 
Product name, e.g. call  Number of securities    Exercise price                 
option                                           per unit                       
                                                (Note 5)                        
N/A                                                                             
(d)  Other dealings (including new securities) (Note 4)                         
Nature of transaction    Details                 Price per unit                 
(Note 8)                                         (if applicable)                
                                                (Note 5)                        
N/A                                                                             
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.                                    
Is a Supplemental Form 8 attached? (Note 9)                 NO                  
Date of disclosure                         2 July 2008                          
Contact name                               Ines Watson                          
Telephone number                           +44 (0)20 7802 4176                  
Name of offeree/offeror with which         BHP Billiton Limited                 
associated                                                                      
Specify category and nature of associate   Category (3) -                       
status (Note 10)                           directors (together                  
with their close                      
                                          relatives and related                 
                                          trusts) of BHP Billiton               
                                          Plc and BHP Billiton                  
Limited                               
Notes                                                                           
The Notes on Form 8.1 can be viewed on the Takeover Panel`s website at          
www.thetakeoverpanel.org.uk                                                     
Date: 02/07/2008 13:06:01 Produced by the JSE SENS Department.                  
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