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Mon 11 Dec 2006, 10:46 BHP Billiton - Notification of change of interests
BIL
 BIBLT                                                                           
    BHP Billiton - Notification of change of interests of directors and         
                   connected persons                                            
    BHP Billiton Plc                                                            
SHARE CODE:  BPL                                                            
    ISIN: GB000056650                                                           
                                                                                
    Company Secretariat                                                         
11 December 2006                                                            
    Notification of Change of Interests of Directors and Connected Persons      
    (Australian Stock Exchange Listing Rules Appendix 3Y)                       
    (Listing Rules & Disclosure 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 Australian Stock Exchange (ASX) Listing  
    Rules, the Listing Rules and Disclosure Rules of the United Kingdom Listing 
    Authority, the Australian Corporations Act, the United Kingdom Companies    
    Act and the Group`s Securities Dealing Code.                                
We (the entities) advise the following information under ASX Listing Rule   
    3.19A.2, the UK Listing Authority Disclosure 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      
Code.                                                                       
    Name of director             Mr C J Lynch                                   
    Date of last notice          16 November 2006                               
    Date issuer informed of      7 December 2006                                
transaction                                                                 
    Date and place of            7 December (place of transaction not           
    transaction                  applicable)                                    
    Part 1 - Change of director`s 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 Lynch has a direct interest        
                                          in 19,998 ordinary shares in          
                                          BHP Billiton Limited and an           
                                          indirect interest in 273,200          
ordinary shares in BHP Billiton       
                                          Limited. Kristan Investments          
                                          Pty Ltd is the register holder        
                                          of the indirect interest. It is       
the trustee of a private family       
                                          trust fund of which Mr Lynch is       
                                          a potential beneficiary.              
                                                                                
There is no change to report on       
                                          the above holdings.                   
                                                                                
    Part 2 - Change of director`s 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 director`s 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                         7 December 2006                       
                                                                                
    Period during which or date on which  Performance Shares - August           
exercisable                           2011 to August 2016                   
                                          Deferred Shares - August 2008         
                                          to August 2011                        
    Total amount paid (if any) for the    -                                     
grant                                                                       
                                                                                
    Description of securities involved:   225,000 Performance Shares            
    class; number                         under the Long Term Incentive         
Plan (LTIP)                           
                                          32,399 Deferred Shares under          
                                          the Group Incentive Scheme            
                                          (GIS)                                 
Exercise price (if fixed at time of   Nil                                   
    grant) or indication that price is                                          
    to be fixed at time of exercise                                             
    Total number of         76,069    -    maximum number of GIS                
securities over which   Deferred Shares (ordinary shares of BHP             
    options or other        Billiton Limited)                                   
    rights held at the      675,000   -    maximum number of Performance        
    date of this notice     Shares (ordinary shares of BHP Billiton             
Limited) under the LTIP                             
                            751,069   Total                                     
    Any additional          This change is the award of Performance             
    information             Shares under the LTIP and Deferred Shares           
under the GIS following the approval by             
                            shareholders on 29 November 2006.                   
    Part 4 - Contact details                                                    
    Name of authorised officers     Mr R Mallett - BHP Billiton                 
responsible for making this     Limited                                     
    notification on behalf of the                                               
    entities                        Mrs I Watson - BHP Billiton Plc             
                                    - BHP Billiton Plc                          
Contact details                 Mr R Mallett   Tel: +61 3 9609              
                                    3324                                        
                                    Fax: +61 3 9609 4372                        
                                                                                
Mrs I Watson   Tel: +44 20 7802             
                                    4176                                        
                                    Fax: +44 20 7802 3054                       
Date: 11/12/2006 10:46:01 Produced by the JSE SENS Department.                  
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