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Thu 15 Feb 2007, 7:45 BHP Billiton - Notification of Change of Interests
BIL
 BIBLT                                                                           
    BHP Billiton - Notification of Change of Interests of Directors             
                                                                                
                                                                                
BHP Billiton Plc                                                            
    Share Code:  BIL                                                            
    ISIN:        GB0000566504                                                   
                                                                                

                                                                                
    To:  Australian Securities Exchange   cc  New York Stock                    
                                          :   Exchange                          
Swiss Stock Exchange              
         London Stock Exchange                JSE Limited                       
                                              Deutsche Bank                     
                                              UBS Zurich                        

    15 February 2007                                                            
    Notification of Change of Interests of Directors and Connected Persons      
    (Australian Stock Exchange Listing Rules Appendix 3Y)                       
(Listing Rules and 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 Plc or BHP Billiton        
    Limited 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          
    Securities 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 Paul Anderson                                        

    Date of last        6 June 2006                                             
    notice                                                                      
    Date issuer         13 February 2007                                        
informed of                                                                 
    transaction                                                                 
    Date and place of   12 February 2007 on the New York Stock Exchange         
    transaction                                                                 
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        Direct and Indirect                               
interest                                                                    
    Nature of indirect        BHP Billiton Limited American                     
    interest                  Depository Shares (ADS`s) are                     
    (including registered     registered in Fidelity Investments. Mr            
holder)                   Anderson has a beneficial interest.               
    Date of change            12 February 2007                                  
    No. of securities held    10,000 BHP Billiton Limited ADS`s (held           
    prior to change           indirectly) (representing 20,000 BHP              
Billiton Limited shares) and 40,000 BHP           
                              Billiton Limited ordinary fully paid              
                              shares (held directly)                            
    Class                     ADS`s in BHP Billiton Limited; ADS`s in           
BHP Billiton Plc; and ordinary fully              
                              paid shares in BHP Billiton Limited               
    Number acquired           23,000 BHP Billiton Limited ADS`s                 
                              (representing 46,000 BHP Billiton                 
Limited shares) and                               
                              2,000 BHP Billiton Plc ADS`s                      
                              (representing 4,000 BHP Billiton Plc              
                              shares)                                           
Number disposed           -                                                 
    Value/Consideration       23,000 ADS`s in BHP Billiton Limited              
                              (10,000 at US$44.21 per ADS, 5,000 at             
                              US$44.05 per ADS and 8,000 at US$43.98            
per ADS)                                          
                              2,000 ADS`s in BHP Billiton Plc at                
                              US$41.28 per ADS                                  
    No. of securities held    33,000 ADS`s in BHP Billiton Limited              
after change              (representing 66,000 BHP Billiton                 
                              Limited shares) (held indirectly),                
                              40,000 BHP Billiton Limited shares                
                              (held directly) and 2,000 ADS`s in BHP            
Billiton Plc (representing 4,000 BHP              
                              Billiton Plc shares) (held directly)              
    Nature of change                                                            
    Example:  on-market       On-market purchases                               
trade, off-market                                                           
    trade, exercise of                                                          
    options, issue of                                                           
    securities under                                                            
dividend reinvestment                                                       
    plan, participation in                                                      
    buy-back                                                                    
                                                                                
Any additional            -                                                 
    information                                                                 
                                                                                
    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           -                                           
                                                                                
    No. and class of securities     -                                           
    to which interest related                                                   
after the 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                    -                                          
                                                                                
Period during which or date on   -                                          
    which exercisable                                                           
    Total amount paid (if any) for   -                                          
    the grant                                                                   

    Description of securities        -                                          
    involved:                                                                   
    class; number                                                               
Exercise price (if fixed at      -                                          
    time of grant) or indication                                                
    that price is to be fixed at                                                
    time of exercise                                                            
Total number of securities       -                                          
    over which options or other                                                 
    rights held at the date of                                                  
    this notice                                                                 

    Any additional information       -                                          
                                                                                
    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             
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 3176                       
                                                                                
Date: 15/02/2007 07:45:08 Produced by the JSE SENS Department.                  
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