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BIL - BHP Billiton Plc - Notification of Change of Interests of Persons Discharging Managerial Responsibility BHP Billiton Plc Share code: BIL ISIN: GB0000566504 Company Secretariat 1 April 2011 Notification of Change of Interests of Persons Discharging Managerial Responsibility (Listing Rules & Disclosure and Transparency 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 Listing Rules and Disclosure and Transparency Rules of the United Kingdom Listing Authority and the Group`s Securities Dealing document. We (the entities) advise the following information under the UK Listing Authority Disclosure and Transparency Rule 3.1.4 and as agent for the person discharging managerial responsibilities in accordance with the Group`s Securities Dealing document. Name of person discharging Mr M P Randolph managerial responsibilities Date of last notice 28 February 2011 Date issuer informed of 1 April 2011 transaction Date and place of transaction Shareplus employee share plan trust purchased the shares on the Australian Securities Exchange on 11 March 2011.
The shares were allocated and the issuer informed on 1 April 2011. Nature of transaction Due to the expiry of the Qualification Period and satisfaction of other
conditions under the terms of the all employee share plan Shareplus (2008) the: acquisition of 172 Matched Shares
(ordinary fully paid shares of BHP Billiton Limited) (see Part 3), and transfer of 172 Acquired Shares (ordinary fully paid shares of BHP
Billiton Limited). Part 1 - Change of 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 Indirect/Direct Nature of indirect interest Mr Randolph has an indirect interest in (including registered holder) 286* ordinary shares in BHP Billiton Limited held by Computershare Nominees
on behalf of Shareplus participants as Acquired Shares under the scheme. Shareplus is an all employee share purchase plan of the BHP Billiton
Group. Note - total above reflects shares transferred in this transaction (Acquired Shares) previously held by
the Shareplus Nominee Computershare. Date of change 1 April 2011 No. of securities held prior to 191,080 (Direct) change 458 (Indirect) Class Ordinary Shares in BHP Billiton Limited Number acquired 172 (Matched Shares) Number disposed - Value/Consideration Nil priced Matched Shares (BHP Billiton Limited)
No. of securities held after change 191,424 (Direct) 286 (Indirect) Nature of change Allocation and transfer of Matching Example: on-market trade, off- Shares and transfer of Acquired Shares market trade, exercise of options, from Computershare Nominees. issue of securities under dividend reinvestment plan, participation in buy-back Any additional information Shareplus is an all-employee share purchase plan. Under the plan, employees contribute monies to purchase shares (Acquired Shares), up to an
annual contribution limit of US$5,000 in any Plan year. Shares are purchased on a quarterly basis using the employees` contributions made each pay
period over the preceding 3 months. Any Acquired Shares still held by employees at the end of a 3 year qualification period will be matched by the company
on a 1:1 basis. Part 2 - Change of 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 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 Part 3 - Change of interests in options or other rights granted by the entities (cont`d) Total number of securities over which options or other rights held 822,676 - maximum number of at the date of this notice Performance Shares (ordinary shares of BHP Billiton Limited) under the LTIP
55,945 - maximum number of Deferred Shares (ordinary shares of BHP Billiton Limited) under the GIS
286 - maximum number of Matched Shares (ordinary shares of BHP Billiton Limited) under Shareplus
_________ 878,907 - Total
Any additional information This notification is in respect of the vested Matched Shares under Shareplus where 172 Matched Shares under the 2008 scheme were purchased
and transferred (see Part 1). Part 4 - Contact details Name of authorised officers Libby Joyner - BHP Billiton Limited responsible for making this notification on behalf of the Geof Stapledon - BHP Billiton Plc - BHP entities Billiton Plc Contact details Libby Joyner Tel: +61 3 9609 2339
Fax: +61 3 9609 4372 Geof Stapledon Tel: +44 20 7802 4176
Fax: +44 20 7802 3054 Date: 01/04/2011 07:36:19 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.
