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Wed 17 Sep 2008, 7:16 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                          
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 City Code on Takeovers
and Mergers)                                                                    
1.   KEY INFORMATION                                                            
Name of person dealing (Note 1)         See attached Schedule                   
Company dealt in                        BHP Billiton Limited                    
Class of relevant security to which     Ordinary shares                         
the dealings being disclosed relate                                             
(Note 2)                                                                        
Date of dealing                         See attached Schedule                   
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     See attached Schedule   N/A                         
                           (Part A)                                             
                                                                                
(2) Derivatives (other      N/A                     N/A                         
than options)                                                                   
(3) Options and agreements  N/A                     N/A                         
to purchase/sell                                                                
Total                       See attached Schedule   N/A                         
                           (Part A)                                             
                                                                                
(b)  Interests and short positions in relevant securities of the company, other 
than the class dealt in (Note 3)                                                
Class of relevant           Long                    Short                       
security:                                                                       
                           Number                  Number                       
(%)                     (%)                          
                                                                                
(1) Relevant securities     See attached Schedule   N/A                         
                           (Part B)                                             

(2) Derivatives (other      N/A                     N/A                         
than options)                                                                   
(3) Options and agreements  N/A                     N/A                         
to purchase/sell                                                                
Total                       See attached Schedule   N/A                         
                           (Part B)                                             
                                                                                
(c)  Rights to subscribe (Note 3)                                               
Class of relevant security:          Details                                    
See attached Schedule (Part C)                                                  
3.   DEALINGS (Note 4)                                                          
(a)  Purchases and sales                                                        
Purchase/sale               Number of securities    Price per unit              
                                                   (Note 5)                     
                                                                                
See attached Schedule                                                           
(Part D)                                                                        
(b)  Derivatives transactions (other than options)                              
Product name, e.g. CFD  Long/short (Note  Number of       Price per             
6)                securities      unit (Note 5)          
                                         (Note 7)                               
See attached Schedule                                                           
(Part E)                                                                        
(c)  Options transactions in respect of existing securities                     
(i)  Writing, selling, purchasing or varying                                    
Product name,  Writing,      Number of  Exercise    Type,     Expiry  Option    
e.g. call      selling,      securitie  price       e.g.      date    money     
option         purchasing,   s to                   American,         paid/     
              varying etc.  which the              European          received   
                            option                 etc.              per unit   
                            relates                                  (Note 5)   
(Note 7)                                            
See attached                                                                    
Schedule                                                                        
(Part F)                                                                        
(ii) Exercising                                                                 
Product name, e.g. call     Number of securities    Exercise price per          
option                                              unit (Note 5)               
See attached Schedule                                                           
(Part G)                                                                        
(d)  Other dealings (including new securities) (Note 4)                         
Nature of transaction       Details                 Price per unit (if          
(Note 8)                                            applicable) (Note           
5)                           
See attached Schedule                                                           
(Part H)                                                                        
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.                                    
None                                                                            
Is a Supplemental Form 8 attached? (Note 9)                 NO                  
Date of disclosure                   16 September 2008                          
Contact name                         Ines Watson                                
Telephone number                     +44 20 7802 4176                           
Name of offeree/offeror with which   BHP Billiton Limited                       
Associated                                                                      
Specify category and nature of       Category (3) - directors (together         
Associate status (Note 10)           with their close relatives and             
related trusts) of subsidiaries of          
                                    BHP Billiton Plc and BHP Billiton           
                                    Ltd and fellow subsidiaries and             
                                    their associated companies                  
Notes                                                                           
The Notes on Form 8.1 can be viewed on the Takeover Panel`s website at          
www.thetakeoverpanel.org.uk                                                     
SCHEDULE                                                                        
Form 8.1 Aggregated Dealings Disclosure                                         
Part A - Interests and short positions (following dealing) in the class of      
relevant security dealt in                                                      
Name Holding of relevant   Holding of      Holding of     Total                 
securities (excl.     relevant        derivatives                           
    relevant securities   securities      other than                            
    under option)         under option    options                               
                                                                                
Long Number  Short    Long   Short    Long   Short   Long Number Short      
    %            Number   Number Number   Number Number  %           Number     
                 %        %      %        %      %                   %          
                                                                                
Alan 4,012                                                4,012                 
Goh  Ordinary                                             Ordinary              
    shares in                                            shares in              
    BHP                                                  BHP                    
Billiton                                             Billiton               
    Limited                                              Limited                
                                                                                
    (0.00012%)                                           (0.00012%)             

Phil 50,329                                               50,329                
ip   Ordinary                                             Ordinary              
Davi shares in                                            shares in             
d    BHP                                                  BHP                   
Clar Billiton                                             Billiton              
k    Limited                                              Limited               
    (0.00150%)                                           (0.00150%)             

Kirs 28,008                                               28,008                
ten  Ordinary                                             Ordinary              
Gray shares in                                            shares in             
BHP                                                  BHP                    
    Billiton                                             Billiton               
    Limited                                              Limited                
    (0.00083%)                                           (0.00083%)             

Part B - Interests and short positions in relevant securities of the company,   
other than the class dealt in                                                   
Name Holding of        Holding of       Holding of        Total                 
relevant          relevant         derivatives                              
    securities        securities under other than                               
    (excl. relevant   option           options                                  
    securities under                                                            
option)                                                                     
                                                                                
    Long     Short    Long     Short   Long     Short    Long     Short         
    Number   Number   Number   Number  Number   Number   Number   Number        
%        %        %        %       %        %        %        %             
                                                                                
N/A                                                                             
                                                                                
Part C - Rights to subscribe                                                    
Name          Details                                                           
                                                                                
Philip David  1,000 shares under loan held under the Employee Share Plan        
Clark         1990                                                              
                                                                                
             1,000 shares under loan held under the Employee Share Plan         
             1991                                                               

             1,000 shares under loan held under the Employee Share Plan         
             1992                                                               
                                                                                
1,000 shares under loan held under the Employee Share Plan         
             1993                                                               
                                                                                
             1,000 shares under loan held under the Employee Share Plan         
1994                                                               
                                                                                
             1,000 shares under loan held under the Employee Share Plan         
             1995                                                               

             3,231 Deferred Shares awarded under the Group Incentive Scheme     
             2007                                                               
                                                                                
15,000 Performance Shares awarded under the Long Term              
             Incentive Plan 2004                                                
                                                                                
             15,000 Performance Shares awarded under the Long Term              
Incentive Plan 2005                                                
                                                                                
             15,000 Performance Shares awarded under the Long Term              
             Incentive Plan 2006                                                

             15,000 Performance Shares awarded under the Long Term              
             Incentive Plan 2007                                                
                                                                                
Kirsten Gray  500 shares under loan held under the Employee Share Plan 1997     
                                                                                
             16,521 priced options (AUD 15.39) held under the Group             
             Incentive Scheme 2004                                              

             8,140 priced options (AUD 21.91) held under the Group              
             Incentive Scheme 2005                                              
                                                                                
4,196 priced options (AUD 26.28) held under the Group              
             Incentive Scheme 2006                                              
                                                                                
             2,406 Performance Shares awarded under the Group Incentive         
Scheme 2003                                                        
                                                                                
             1,086 Deferred Shares awarded under the Group Incentive Scheme     
             2007                                                               

             3,000 Performance Shares awarded under the Long Term Incentive     
             Plan 2004                                                          
                                                                                
3,600 Performance Shares awarded under the Long Term Incentive     
             Plan 2005                                                          
                                                                                
             7,500 Performance Shares awarded under the Long Term Incentive     
Plan 2006                                                          
                                                                                
             7,500 Performance Shares awarded under the Long Term Incentive     
             Plan 2007                                                          

Part D - Purchases and Sales                                                    
Name          Date of  Purchase/Sale    Number of          Price per unit       
             dealing                   relevant                                 
securities                               
                                                                                
N/A                                                                             
                                                                                

                                                                                
Part E - Derivative Transactions                                                
Name           Date of      Product name   long/short Number of    Price per    
dealing      (e.g.                     relevant     relevant      
                           contract for              securities   security      
                           difference)                                          
                                                                                
N/A                                                                             
                                                                                
Part F - Writing, selling, purchasing or varying options                        
Name           Writing,     Number of      Exercise  Type  Expiry   Option      
selling,     securities to            ,              money        
              purchasing,  which the      price     e.g.  date                  
              varying      option                   Amer           paid/        
              etc.         relates                  ican           received     
,              per unit     
                                                    Euro                        
                                                    pean                        
                                                    etc.                        

N/A                                                                             
                                                                                
Part G - Exercising Options                                                     
Name           Date of   Product name (e.g. option/award)  Number of   Exercise 
              exercise                                    relevant    price     
                                                          securities  per       
                                                          acquired    relevant  
security  
                                                                                
N/A                                                                             
                                                                                
Part H - Other dealings                                                         
Name          Date of  Number of   Nature of      Details          Price per    
             exercis  securities  transaction                     unit (if      
             e        to which                                    applicable)   
the                                                       
                      dealing                                                   
                      relates                                                   
                                                                                
Philip David  26.08.0  4,145       Exercise       Deferred         Nil          
Clark         8                                   Shares awarded                
                                                 under the                      
                                                 Group                          
Incentive                      
                                                 Scheme 2006                    
                                                                                
Kirsten Gray  20.08.0  11,450      Exercise       Deferred         AUD 11.11    
8                                   Shares awarded                 
                                                 under the                      
                                                 Group                          
                                                 Incentive                      
Scheme 2003                    
                                                                                
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 City Code on Takeovers
and Mergers)                                                                    
1.   KEY INFORMATION                                                            
Name of person dealing (Note  Alan Goh                                          
1)                                                                              
Company dealt in              Rio Tinto Limited                                 
Class of relevant security    Ordinary shares                                   
to which the dealings being                                                     
disclosed relate (Note 2)                                                       
Date of dealing               5 September 2008                                  
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         184 Ordinary        (0.00004%)                  
                               shares in Rio                                    
                               Tinto Limited                                    

(2) Derivatives (other than     N/A                 N/A                         
options)                                                                        
(3) Options and agreements to   N/A                 N/A                         
purchase/sell                                                                   
Total                           184 Ordinary        (0.00004%)                  
                               shares in Rio                                    
                               Tinto Limited                                    

                                                                                
                                                                                
(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       N/A                   N/A                         
                                                                                
(2) Derivatives (other than   N/A                   N/A                         
options)                                                                        
(3) Options and agreements    N/A                   N/A                         
to purchase/sell                                                                
Total                         N/A                   N/A                         
                                                                                
(c)  Rights to subscribe (Note 3)                                               
Class of relevant security:   Details                                           
N/A                                                                             
3.   DEALINGS (Note 4)                                                          
(a)  Purchases and sales                                                        
 Purchase/sale           Number of             Price per unit (Note 5)          
securities                                               
                                                                                
 Purchase                184 Ordinary shares   A$108.78                         
                                                                                
(b)  Derivatives transactions (other than options)                              
Product name, e.g.  Long/short       Number of       Price per unit (Note 5)    
CFD                 (Note 6)         securities                                 
                                    (Note 7)                                    
N/A                                                                             
(c)  Options transactions in respect of existing securities                     
(i)  Writing, selling, purchasing or varying                                    
Product name,  Writing,     Number    Exercise   Type,      Expiry  Option      
e.g. call      selling,     of        price      e.g.       date    money       
option         purchasing,  securiti             American,          paid/       
              varying      es to                European           received     
              etc.         which                etc.               per unit     
the                                     (Note 5)     
                           option                                               
                           relates                                              
                           (Note 7)                                             
N/A                                                                             
(ii) Exercising                                                                 
Product name, e.g. call option   Number of      Exercise price per unit         
                                securities     (Note 5)                         
N/A                                                                             
(d)  Other dealings (including new securities) (Note 4)                         
Nature of transaction  (Note 8)  Details        Price per unit (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.                                    
None                                                                            
Is a Supplemental Form 8 attached? (Note 9)                 NO                  
Date of disclosure                    16 September 2008                         
Contact name                          Ines Watson                               
Telephone number                      +44 20 7802 4176                          
Name of offeree/offeror with which    BHP Billiton Limited                      
Associated                                                                      
Specify category and nature of        Category (3) - directors (together        
Associate status (Note 10)            with their close relatives and related    
                                     trusts) of subsidiaries of BHP             
                                     Billiton Plc and BHP Billiton Ltd and      
fellow subsidiaries and their              
                                     associated companies                       
Notes                                                                           
The Notes on Form 8.1 can be viewed on the Takeover Panel`s website at          
www.thetakeoverpanel.org.uk                                                     
Date: 17/09/2008 07:16:01 Produced by the JSE SENS Department.                  
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