To view the PDF file, sign up for a MySharenet subscription.

GLENCORE XSTRATA PLC - Preliminary Results 2013 - GLN

Release Date: 04/03/2014 09:05
Code(s): GLN     PDF:  
Wrap Text
Preliminary Results 2013 - GLN

GLENCORE XSTRATA PLC 
(Incorporated in Jersey under the Companies (Jersey) Law 1991) 
(Registration number 107710) 
JSE Share Code: GLN 
LSE Share Code: GLEN 
HKSE Share Code: 805HK 
ISIN: JE00B4T3BW64 

NEWS RELEASE
Baar, 4 March 2014

Preliminary Results 2013
Key Highlights:

-   Adjusted pro forma EBITDA of $13.1bn consistent with 2012, reflecting:
      – Strong marketing results, with Adjusted EBITDA up 17% to $2.6 billion (Adjusted EBIT up 11% to $2.4 billion).
      – Industrial Adjusted EBITDA lower by a respectable 4% to $10.5 billion, as increased production and improved
        cost management, aided by some merger related synergies, substantially mitigated the impact of the weaker
        commodity price environment.
-   Strong year for production growth:
      – Copper up 26% to 1.5 million tonnes, including African copper, up 43%, with Mutanda and Katanga each
        reaching 200,000 tonnes p.a. capacity at year-end and 58% production growth at Collahuasi.
      – Ferrochrome up 32% to 1.2 million tonnes based on higher utilisation of the smelters and furnaces and the
        successful commissioning of the Tswelopele pelletizing plant.
      – Coal up 4% to 138.1 million tonnes, driven by expansions at Prodeco and in Australian thermal coal.
      – Start-up of production at the Alen (Equatorial Guinea) and Badila (Chad) oil fields.
-   Successful integration of Xstrata, with sustainable annual synergies of $2.4 billion identified and substantially
    delivered. The full benefit is expected to be realised in 2014, with implementation costs of some $0.3 billion, mostly
    incurred in 2013.
-   Net debt increased to $35.8 billion as the Group nears completion of many of its large development projects,
    including McArthur River, African copper and the pre-commissioning of Koniambo, the benefits of which should start
    to accrue in the near term. Capital expenditure is now on steeply declining trajectory.
-   Operating cash flow generation in the form of pro forma FFO was solid at $10.4 billion, slightly ahead of 2012.
-   Overall balance sheet remains strong and flexible with $13 billion of committed available liquidity at year-end.
-   Active balance sheet / portfolio management continued:
      – Las Bambas sale process ongoing.
      – Successful sale of the pasta and malt businesses during 2013, acquired as part of Viterra.
      – Repayment of $1.2 billion of Russneft loans received during the year.
-   Secondary listing on the JSE, deepening our relationship with South Africa and highlighting our confidence in Africa
    as an investment destination.
-   Statutory Day One goodwill impairment of $7.5 billion was recorded in relation to the Xstrata acquisition, reflecting
    the broader negative mining industry environment / sentiment which prevailed during 2013 and the heightened risks
    associated with greenfield and large scale expansion projects.
-   Board has recommended a final distribution of $11.1 cents per share, or $16.5 cents for the full year, some 4.8%
    higher than 2012, reflecting our continued confidence in the strength and prospects for the group.

Glencore's Chief Executive Officer, Ivan Glasenberg, commented:
"Our marketing division once again delivered a strong overall performance, while the modest year on year decline in our
industrial asset performance inevitably reflected the weaker commodity price environment in 2013.
Glencore remains the only genuinely diversified natural resources company in respect of business activity, commodity
and geography. Our financial performance in 2013 reflects this, with a consistent pro forma EBITDA and operational
cash flow performance compared to 2012.

As we look ahead to 2014, we continue to see healthy demand growth in all our key commodities, underpinned by the
long term trend of urbanisation in emerging markets and parts of the developed world returning to trend growth."
In addition, Glencore has today published on its website (www.glencorexstrata.com) a presentation which contains a
summary of the 2013 preliminary results.

US$ million                                                                                             2013           2012(2)        Change %
Key statement of income and cash flows highlights – pro forma(1) :
Revenue                                                                                              239,673           236,236               1
Adjusted EBITDA(3)                                                                                    13,071            13,086               -
Adjusted EBIT(3)                                                                                       7,434             8,591            (13)
Net income attributable to equity holders pre-significant items4                                       4,583             5,970            (23)
Earnings per share (pre-significant items) (US$)                                                        0.35              0.45            (22)
Funds from operations (FFO)(5)                                                                        10,375            10,267               1
Purchase and sale of property, plant and equipment                                                    12,865            12,994             (1)
US$ million                                                                                             2013              2012        Change %
Key statement of income and cash flows highlights – reported:
Revenue                                                                                              232,694           214,436               9
Adjusted EBITDA(3)                                                                                    10,466             5,943              76
Adjusted EBIT(3)                                                                                       5,970             4,470              34
Net income attributable to equity holders pre-significant items(4)                                     3,666             3,064              20
Net (loss)/income attributable to equity holders                                                     (7,402)             1,004            n.m.
Earnings per share (pre-significant items) (US$)                                                        0.33              0.44            (25)
Funds from operations (FFO)(6)                                                                         8,030             4,115              95
Purchase and sale of property, plant and equipment                                                     9,849             3,005             228
US$ million                                                                                       31.12.2013        31.12.2012        Change %
Key financial position highlights:                                                                                                                             
Total assets - reported                                                                              154,932        105,564(2)              47
Current capital employed (CCE)(3) – reported                                                          24,351         23,924(2)               2                                                                                                                 
Net debt(5) – pro forma                                                                               35,810         29,460(2)              22
Ratios:
FFO to Net debt5 – pro forma                                                                           29.0%          34.9%(2)            (17)
Net debt to Adjusted EBITDA – pro forma                                                                2.74x          2.25x(2)              22                                                                                                                           
Adjusted EBITDA to net interest – pro forma                                                            9.12x         11.72x(2)            (22)
Adjusted EBITDA to net interest – reported                                                             7.54x             6.13x              23
Adjusted current ratio - reported                                                                      1.18x             1.16x               2

1   Refer to page 4.
2   Pro forma 2012 has been adjusted to reflect the updated year-end fair value acquisition accounting for the acquisitions of Xstrata and Viterra.
3   Refer to glossary on page 125 for definitions and for Adjusted EBIT/EBITDA to note 2 of the financial statements.
4   Refer to page 121 for pro forma results and page 9 for reported results.
5   Refer to page 123.
6   Refer to page 9.

For further information please contact:
Investors                                             Media
Paul Smith                                            Charles Watenphul
t: +41 (0)41 709 24 87                                t: +41 (0)41 709 24 62
m: +41 (0)79 947 13 48                                m: +41 (0)79 904 33 20
e: paul.smith@glencore.com                            e: charles.watenphul@glencore.com

Investors                                             Investors                                            Finsbury (Media)
Martin Fewings                                        Elisa Morniroli                                      Guy Lamming
t: +41 (0)41 709 28 80                                t: +41 (0)41 709 28 18                               Dorothy Burwell
m: +41 (0)79 737 56 42                                m: +41 (0)79 833 05 08                               t: +44 (0)20 7251 3801
e: martin.fewings@glencore.com                        e: elisa.morniroli@glencore.com


www.glencorexstrata.com

2013 was a landmark year for Glencore with the completion of our merger with Xstrata. As we outlined at our September
investor day, robust structures and procedures were established, that allowed our operations to be quickly and smoothly
combined.

As part of this process, we rationalised divisional head office structures and sought to eliminate excessive bureaucracy
and duplication across the entire operational base, which combined with marketing benefits identified, has resulted in
expected total annual merger synergies now in excess of $2.4bn.

A bottom up review of all operating assets and projects also formed an important component of the integration process,
resulting in the suspension of more than 40 projects and the identification of other assets for potential sale. We remain
committed to ensuring that key projects are delivered in the best possible manner, while maintaining a strong focus on
cost control. Our efforts to improve the efficiency and productivity of the enlarged industrial asset base continue to
present opportunities to accrue further savings. Separately, we are also exploring the possibility of creating further value
via closer cooperation and interaction in specific areas where there is significant operational overlap with third party
producers.

Unique amongst our peers, we have made our capital allocation process and thresholds explicit. We are focussed on
delivering the right returns on our capital in order to grow our long-term free cash flows. Depleting assets will only be
replaced if it makes economic sense. Excess capital, which cannot be gainfully redeployed, will be returned to
shareholders.

Incremental capital allocation will focus on lower-risk expansion brownfield projects and bolt-on acquisitions that
minimise risk and allow for strong returns and rapid cash payback. The combination of the substantial completion of the
current growth pipeline and our operational cost reduction programme is expected to see Glencore move materially down
the cost curve in all our key commodities.

Glencore remains the only genuinely diversified natural resources company in respect of business activity, commodity
and geography. Our financial performance in 2013 reflects this, with a consistent pro forma EBITDA and operational
cash flow performance compared to 2012. In light of the near term expected production growth, associated deceleration
of capital expenditure and recognition of the level of merger related synergies achieved, we are delighted to announce a
further increase in our dividend per share.

Marketing delivered a very creditable overall performance with an 11% increase in Adjusted EBIT, despite a relatively
lacklustre commodity and economic backdrop. Our industrial asset performance inevitably reflected such weaker
commodity price environment, particularly in coal, resulting in an overall relatively modest year on year decline, bolstered
by volume growth, improved cost management and the delivery of merger related synergies.

On 13 November 2013, our shares began trading on the Johannesburg Stock Exchange, as a secondary and inward
foreign listing as defined by the South African Reserve Bank. Africa is an exciting and growing market for Glencore.
South Africa has a strong and knowledgeable institutional investor base with a long history of investing in resource
companies and, in this regard, we look forward to developing long term and rewarding shareholder relationships.
We continue to see healthy demand growth in all our key commodities, underpinned by the long term trend of
urbanisation in emerging markets and parts of the developed world returning to trend growth. Under pressure from
shareholders, resources companies appear to be fundamentally reassessing their allocation of capital dedicated to new
supply. This does suggest a more constructive price environment for commodities in the future.

Ivan Glasenberg

Pro forma financial results
Basis of presentation
The unaudited pro forma financial information detailed below and where otherwise noted has been prepared as if the
acquisition of Xstrata plc and full consolidation of such had taken place as of 1 January 2012 to illustrate the effects of
the acquisition on the profit from continuing operations and cash flow statement for the years ended 31 December 2013
and 31 December 2012. The pro forma financial information is presented before significant items unless otherwise stated
to provide an enhanced understanding and comparative basis of the underlying financial performance.

The pro forma financial information has been prepared in a manner consistent with the accounting policies applicable for
periods ending on or after 1 January 2013 as outlined in note 1 of the financial statements with the exception of the
accounting treatment applied to certain associates and joint ventures for which Glencore's attributable share of revenues
and expenses are presented (see note 2) and reflects the provisional fair value adjustments arising from the acquisition
of Xstrata on 2 May 2013 as if the acquisition had occurred and those fair value adjustments had arisen at 1 January
2012. These adjustments primarily relate to depreciation, amortisation and the unwind of onerous and unfavourable
contract provisions. The pro forma financial information has been prepared for illustrative purposes only and, because of
its nature, addresses a hypothetical situation and therefore does not reflect the Group's actual financial position or
results.

A reconciliation of the pro forma results to the reported results for the years ended 31 December 2013 and 31 December
2012 is included in the Appendix on page 121.

Pro forma results
On a pro forma basis, Adjusted EBITDA in 2013 of $13,071 million was in-line with 2012, as improved marketing results,
increased production and productivity gains at many of our industrial operations and some merger related synergies,
helped to offset the impact of weaker average commodity prices on our industrial activities. Adjusted EBIT decreased by
13% in 2013, due to the additional depreciation expense, consistent with increasing production.
Pro forma Industrial Adjusted EBITDA declined by 4% to $10,472 million in 2013 (EBIT down 21% to $5,078 million),
owing primarily to weaker average year over year commodity prices, including coal API4, nickel, silver, gold and copper
down 13%, 14%, 23%, 15% and 8% respectively. Increased production across many of our assets, notably African
copper (up 43%), Collahuasi (up 58%), Antapaccay (up 192%), Ernest Henry (up 107%) and Prodeco (up 26%), together
with weaker producer currencies (notably AUD and ZAR) and integration / other cost savings initiatives, largely offset the
impact of commodity price declines and the impact of reduced production resulting from the planned closures of the
Perseverance and Brunswick mines.

Pro forma Marketing Adjusted EBITDA increased by 17% to $2,599 million in 2013, while EBIT was up 11% to $2,356
million, representing 32% of pro forma Adjusted EBIT, up from 25% in 2012. 2013 saw an improved performance from
metals and minerals, with healthy contributions from each of the metals marketing groups aided by good overall volume
growth and relatively tight physical demand conditions in many markets (e.g. zinc and aluminium). Energy EBIT was up
45% over 2012, with coal in particular recovering from a 2012 base, which offered limited arbitrage opportunities. The
Agricultural products segment, as reported in our interim results, was substantially lower, compounded by crop shortfalls,
limited volatility and South American logistics and sourcing challenges experienced during H1 2013. H2 2013 saw a
substantial improvement on H1 2013, with the halves contributing $260 million and $123 million respectively to the
overall 2013 Marketing EBITDA, including the benefit of a solid Viterra performance.
These results reinforce the strength and resilience of Glencore's business model and the diversification benefits
associated with combining and integrating, across a broad spectrum of commodities, a portfolio of industrial assets with
large scale physical sourcing, marketing and logistics capabilities.

Adjusted EBITDA/EBIT - pro forma

Pro forma Adjusted EBITDA by business segment is as follows(1):
US$ million                              Marketing      Industrial            2013         Marketing     Industrial             2012                    %
                                        activities      activities        Adjusted        activities     activities         Adjusted
                                                                            EBITDA                                            EBITDA
Metals and minerals                          1,643           7,203           8,846             1,379          7,052            8,431                    5
Energy products                                666           3,378           4,044               494          4,083            4,577                 (12)
Agricultural products                          383              61             444               394             59              453                  (2)
Corporate and other                           (93)           (170)           (263)              (39)          (336)            (375)                 n.m.
Total                                        2,599          10,472          13,071             2,228         10,858           13,086                    -

Pro forma Adjusted EBIT by business segment is as follows1:
US$ million                              Marketing      Industrial             2013        Marketing      Industrial             2012                   %
                                        activities      activities         Adjusted       activities      activities         Adjusted
                                                                               EBIT                                              EBIT
Metals and minerals                          1,622           4,036            5,658            1,363           4,534            5,897                 (4)
Energy products                                629           1,244            1,873              435           2,289            2,724                (31)
Agricultural products                          198             (6)              192              371            (10)              361                (47)
Corporate and other                           (93)           (196)            (289)             (39)           (352)            (391)                n.m.
Total                                        2,356           5,078            7,434            2,130           6,461            8,591                (13)

1 Pro forma 2012 has been adjusted to reflect the updated year-end fair value acquisition accounting for the acquisitions of Xstrata and Viterra.

Reported financial results
Basis of presentation
The reported financial information has been prepared on the basis as outlined in note 1 of the financial statements. It is
presented in the Financial Review section before significant items unless otherwise stated to provide an enhanced
understanding and comparative basis of the underlying financial performance. Significant items (refer to page 7) are
items of income and expense which, due to their financial impact and nature or the expected infrequency of the events
giving rise to them, are separated for internal reporting and analysis of Glencore's results. The reported results comprise
those of the legacy Glencore operations for 2013 (including the Group's equity accounted 34% interest in Xstrata up to
the date of acquisition) plus 100% of the results of Xstrata plc from the date of acquisition, 2 May 2013. A summary of
reported results and brief related commentary is provided below.

Adjusted EBITDA/EBIT – reported

Adjusted EBITDA by business segment is as follows:
US$ million                              Marketing       Industrial            2013         Marketing      Industrial             2012        %
                                        activities       activities        Adjusted        activities      activities         Adjusted
                                                                             EBITDA                                             EBITDA
Metals and minerals                          1,643            5,296           6,939             1,379           1,625            3,004      131
Energy products                                666            2,530           3,196               494             983            1,477      116
Agricultural products                          383               61             444               394              59              453      (2)
Corporate and other(1)                        (93)             (20)           (113)              (39)           1,048            1,009     n.m.
Total Adjusted EBITDA                        2,599            7,867          10,466             2,228           3,715            5,943       76


Adjusted EBIT by business segment is as follows:
US$ million                              Marketing       Industrial             2013        Marketing      Industrial             2012        %
                                        activities       activities         Adjusted       activities      activities         Adjusted
                                                                                EBIT                                              EBIT
Metals and minerals                          1,622            2,742            4,364            1,363             708            2,071      111
Energy products                                629              907            1,536              435             594            1,029       49
Agricultural products                          198              (6)              192              371            (10)              361     (47)
Corporate and other(1)                        (93)             (29)            (122)             (39)           1,048            1,009     n.m.
Total Adjusted EBIT                          2,356            3,614            5,970            2,130           2,340            4,470       34

1 Corporate industrial activities include $176 million (2012: $1,174 million) of Glencore's equity accounted share of Xstrata's income.

Marketing Adjusted EBITDA and EBIT were $2,599 million and $2,356 million, up 17% and 11% respectively over 2012,
owing to stronger performances from the metals and energy marketing groups, offset by a lower contribution from the
agricultural marketing group.

Industrial Adjusted EBITDA and EBIT increased by 118% and 54% to $7,867 million and $3,614 million respectively in
2013, primarily due to the inclusion of eight months of Xstrata on a fully consolidated basis, such enhanced scale (not
part of the 2012 comparatives), trumping the impact of lower average commodity prices during the year.
Corporate and other primarily relates to the equity accounted interest in Xstrata and other unallocated corporate related
expenses including variable pool bonus charges, the net result of which was negative $122 million in 2013, following the
change in Xstrata accounting after acquiring the remaining 66% in May 2013.

Earnings
A summary of the differences between reported Adjusted EBIT and income attributable to equity holders,
including significant items, is set out in the following table:
US$ million                                                                                                           2013      2012
Adjusted EBIT(1)                                                                                                     5,970     4,470
Net finance and income tax expense in certain associates and joint ventures(1)                                       (335)         -
Net finance costs                                                                                                  (1,365)     (970)
Income tax expense                                                                                                   (426)     (224)
Non-controlling interests                                                                                            (178)     (212)
Income attributable to equity holders pre-significant items                                                          3,666     3,064
Earnings per share (Basic) pre-significant items (US$)                                                                0.33      0.44

Other income/(expense) – net(2)                                                                                   (10,844)   (1,214)
Mark to market valuation of certain natural gas forward contracts(3)                                                     -     (123)                                                    
Mark to market loss on certain aluminium positions(3)                                                                 (95)         -                                        
Unrealised intergroup profit elimination(3)                                                                          (261)      (84)                                        
Share of Associates' exceptional items(4)                                                                             (51)     (875)
Write off of capitalised borrowing costs(5)                                                                           (23)         -
Loss on disposal of investments                                                                                       (40)     (128)
Net deferred tax asset recorded(6)                                                                                     172       300                                            
Non-controlling interests share of other income(7)                                                                      74        64
Total significant items                                                                                           (11,068)   (2,060)
(Loss)/Income attributable to equity holders                                                                       (7,402)     1,004
Earnings per share (Basic) (US$)                                                                                    (0.67)      0.14

1 Refer to note 2 of the financial statements.
2 Recognised within other income/(expense) – net, see notes 2 and 4 of the financial statements.
3 Recognised within cost of goods sold, see note 2 of the financial statements.
4 Recognised within share of income from associates and joint ventures, see note 2 of the financial statements.
5 Recognised within interest expense.
6 Recognised within income tax expense.
7 Recognised within non-controlling interests.

Significant items
Significant items are items of income and expense which, due to their financial impact and nature or the expected
infrequency of the events giving rise to them, are separated for internal reporting and analysis of the Group's results to
provide a better understanding and comparative basis of the underlying financial performance.

In 2013, Glencore recognised $11,068 million of net other significant expenses, mainly comprising a $1,160 million
accounting loss related to the revaluation of Glencore's 34% interest in Xstrata immediately prior to acquisition, a $7,480
million goodwill impairment recognised upon acquisition of Xstrata and directly attributable transaction costs of $294
million. On acquisition, the underlying assets and liabilities acquired were fair valued, with an amount of resulting
goodwill allocated to the business. A residual goodwill amount of $7.5 billion could not be supported and has been
written off as explained in note 5. The size of the impairment was influenced by the deemed acquisition consideration,
calculated by reference to Glencore's share price on the date of acquisition. Furthermore, due to the persistent
challenging nickel and aluminium market environments and revisions to some mining and development plans,
impairment charges were recognised at Murrin Murrin ($454 million), Cobar ($137 million) and UC Rusal ($446 million).
Additional significant items include $300 million of valuation adjustments made to various long-term loans and advances,
$308 million of mark to market adjustments on other investments classified as held for trading and $261 million of
unrealised profit eliminations.

In 2012, Glencore recognised $2,060 million of other significant expenses on a net basis, primarily comprising
impairments of $1,650 million, $120 million acquisition related expenses and a $109 million expense related to phantom
equity awards granted upon Glencore's listing, offset by a net $497 million accounting gain mainly related to the
revaluation of Glencore's initial 40% interest in Mutanda upon acquisition of an additional 20% interest in April 2012.
There were also $179 million of positive mark to market adjustments related to certain fixed priced forward coal sales
contracts in respect of Prodeco's future production.

The 2012 impairment mainly comprised $1.2 billion of previously recognised negative fair value adjustments reclassified
from 'other comprehensive income' to the statement of income in respect of Glencore's interest in UC Rusal. This
reclassification had no impact on Glencore's net asset/equity position which has consistently, for many years, reflected
the mark-to-market fair value of this holding.

See notes 4 and 5 to the consolidated financial statements for further explanations.

Net finance costs
Net finance costs were $1,388 million in 2013, a 43% increase over 2012 or up 41% on a pre-significant basis, taking
into account $23 million of capitalised borrowing costs written off upon refinance of the revolving credit facility. Interest
income in 2013, which includes interest on various loans extended, such as that to the Russneft Group, was $393 million
consistent with 2012. Interest expense for 2013 was $1,781 million, a 30% increase from $1,371 million in 2012, due
mainly to the consolidation of Xstrata debt from May 2013. Average cost of debt reduced during the year, as the pro-
active refinancing of maturing bonds and bank debt achieved improved terms.

Income taxes
A net income tax expense of $254 million was recognised during the year ended 2013 compared to an income tax credit
of $76 million in 2012 as the latter included the recognition of one off tax benefits (losses carried forward), following an
internal reorganisation of our existing ownership interest in Xstrata. Based on our historical experience, including that
gathered via Xstrata reporting over the years, income tax expense, pre-significant items, should approximate Adjusted
EBIT for marketing and industrial assets less an allocated interest expense (see page 12) multiplied by an estimated tax
rate of 10% and 25% respectively. This has been reflected in the table above. Refer to appendix for a reconciliation of
the calculation.

Assets, leverage and working capital
Total assets were $154,932 million as at 31 December 2013 compared to $105,564 million as at 31 December 2012, a
period over which, current assets increased from $54,112 million to $58,542 million. The adjusted current ratio at 31
December 2013 was 1.18, reflecting a 2% improvement compared with 31 December 2012. Non-current assets
increased from $51,452 million to $96,390 million, primarily due to the acquisition of Xstrata.

Consistent with 31 December 2012, 99% ($16,418 million) of total marketing inventories were contractually sold or
hedged (readily marketable inventories) as at 31 December 2013. These inventories are considered to be readily
convertible into cash due to their liquid nature, widely available markets, and the fact that the associated price risk is
covered either by a physical sale transaction or a hedge transaction. Given the highly liquid nature of these inventories,
which represent a significant share of current assets, the Group believes it is appropriate to consider them together with
cash equivalents in analysing Group net debt levels and computing certain debt coverage ratios and credit trends.

Cash flow and net debt
Net debt
US$ million                                                                                                                 31.12.2013  31.12.2012
Gross debt                                                                                                                      55,185      35,526
Associates and joint ventures net funding(1)                                                                                      (72)           -
Cash and cash equivalents and marketable securities                                                                            (2,885)     (2,820)
Net funding                                                                                                                     52,228      32,706
Readily marketable inventories                                                                                                (16,418)    (17,290)
Net debt                                                                                                                        35,810      15,416


Cash and non-cash movements in net debt
US$ million                                                                                                                 31.12.2013  31.12.2012
Cash generated by operating activities before working capital changes                                                            8,676       4,782
Associates and joint ventures Adjusted EBITDA(1)                                                                                 1,487           -                 
Net interest paid(1)                                                                                                           (1,488)       (784)        
Tax paid(1)                                                                                                                      (679)       (344)                                   
Dividends received from associates(1)                                                                                               34         461
Funds from operations                                                                                                            8,030       4,115
                                                                                                                 
Working capital changes, excluding readily marketable inventory movements and other(1)                                           (761)       2,776
Payments of non-current advances and loans(1)                                                                                      285       (203)
Acquisition and disposal of subsidiaries, net of asset acquirer loans1                                                           2,125     (3,602)
Purchase and sale of investments                                                                                                 (144)       (610)                                                      
Purchase and sale of property, plant and equipment(1)                                                                          (9,849)     (3,005)
Margin payments in respect of financing related hedging activities                                                                 167         176
Acquisition and disposal of additional interests in subsidiaries                                                                 (489)       (624)
Dividends paid and purchase of own shares                                                                                      (2,236)     (1,066)
Cash movement in net debt                                                                                                      (2,872)     (2,043)
Net debt assumed in business combination                                                                                      (17,407)       (359)
Foreign currency revaluation of non-current borrowings and other non-cash items                                                  (115)        (76)
Non-cash movement in net debt                                                                                                 (17,522)       (435)
Total movement in net debt                                                                                                    (20,394)     (2,478)
Net debt, beginning of period                                                                                                 (15,416)    (12,938)
Net debt, end of period                                                                                                       (35,810)    (15,416)

1 Adjusted to include the impacts of proportionate consolidation of certain associates and joint ventures as outlined in the appendix.

The reconciliation in the table above is the method by which management reviews movements in net debt and comprises
key movements in cash and any significant non-cash movements on net debt items.
Net debt as at 31 December 2013 increased to $35,810 million from $15,416 million as at 31 December 2012 of which
$17,407 million of the increase was due to the debt assumed on acquisition of Xstrata and $2,872 million related to the
net additional funding requirement in excess of FFO required to fund primarily the various ongoing expansion activities.

Capital expenditure
Net capital expenditure increased from $3,005 million in 2012 to $9,849 million in 2013, due primarily to the progression
of the various development projects assumed with the Xstrata acquisition, notably Las Bambas, Koniambo, Australian
thermal coal projects and McArthur River, combined with African copper and Oil E&P.

Business acquisitions and disposals
Net expenditures on business combinations was $3,602 million in 2012 (primarily Viterra) compared to a net inflow of
$2,125 million (or $544 million excluding cash acquired in the Xstrata transaction of $1,581 million) in 2013, due mainly
to an inflow of $744 million on disposal of certain non-core operations assumed in the 2012 Viterra acquisition, partially
offset by a few smaller acquisitions.

Liquidity and funding activities
During 2013, the following significant financing activities took place:
-   In May, Glencore issued, in five tranches, US$5 billion of interest bearing notes as follows:
       –   3 year $1,000 million 1.7% fixed coupon bonds;
       –   5 year $1,500 million 2.5% fixed coupon bonds;
       –   10 year $1,500 million 4.125% fixed coupon bonds;
       –   3 year $500 million floating coupon notes; and
       –   5 year $500 million floating coupon notes.
-   In June, Glencore signed new committed revolving credit facilities totalling $17,340 million, which extended and
    increased previous revolving credit facilities. The facilities comprise:
       –   a $5,920 million 12 month revolving credit facility with a borrower's 12 month term-out option and a 12 month
           extension option;
       –   a $7,070 million 3 year facility with two 12 month extension options; and
       –   a $4,350 million 5 year facility.
-   In September, Glencore issued EUR 750 million 3.375% bonds maturing in 2020.
-   In October, Glencore issued EUR 400 million 3.70% bonds maturing in 2023 and CHF 175 million 2.125% bonds
    maturing 2019.

As at 31 December 2013, Glencore had available committed undrawn credit facilities and cash amounting to $13 billion.
As an internal financial policy, Glencore has a $3 billion minimum threshold requirement.

Credit ratings
In light of the Group's extensive funding activities, maintaining strong Baa/BBB investment grade ratings is a financial
priority/target. Following completion of the all-share acquisition of Xstrata, the Group's credit ratings are Baa2 (stable)
from Moody's and BBB (stable) from S&P.

Value at risk
One of the tools used by Glencore to monitor and limit its primary market risk exposure, namely commodity price risk
related to its physical marketing activities, is the use of a value at risk (VaR) computation. VaR is a risk measurement
technique which estimates the potential loss that could occur on risk positions as a result of movements in risk factors
over a specified time horizon, given a specific level of confidence. The VaR methodology is a statistically defined,
probability based approach that takes into account market volatilities, as well as risk diversification by recognising
offsetting positions and correlations between commodities and markets. In this way, risks can be measured consistently
across all markets and commodities and risk measures can be aggregated to derive a single risk value. Glencore has set
a consolidated VaR limit (1 day 95%) of $100 million representing some 0.2% of equity.
Glencore uses a VaR approach based on Monte Carlo simulations and is either a one day or one week time horizon
computed at a 95% confidence level with a weighted data history.

Average market risk VaR (1 day 95%) during 2013 was $32 million, representing less than 0.1% of equity. Average
equivalent VaR during 2012 was $40 million.

Whilst it is Glencore's policy to substantially hedge its commodity price risks, there remains the possibility that the
hedging instruments chosen may not always provide effective mitigation of the underlying price risk. The hedging
instruments available to the marketing businesses may differ in specific characteristics to the risk exposure to be hedged,
resulting in an ongoing and unavoidable basis risk exposure. Residual basis risk exposures represent a key focus point
for Glencore's commodity department teams who actively engage in their management.

Distributions
The directors have recommended a 2013 financial year final distribution of $11.1 cents per share amounting to $1,457
million excluding any distribution on own shares.
Final distribution                                                                                          2014
Applicable exchange rate reference date (Johannesburg Stock
Exchange (JSE))                                                                                            2 May
Last time to trade on JSE to be recorded in register for distribution               Close of business (SA) 9 May
Last day to effect removal of shares cum dividend between Jersey and
JSE registers                                                                                              9 May
Ex-dividend date (JSE)                                                                                    12 May
Ex-dividend date (Jersey and Hong Kong)                                                                   14 May
Last time for lodging transfers in Hong Kong                                                 4:30 pm (HK) 15 May
Record date in Hong Kong                                                         Opening of business (HK) 16 May
Record date for JSE                                                                Close of business (SA) 16 May
Record date in Jersey                                                              Close of business (UK) 16 May
Deadline for return of currency election form (Jersey shareholders)                                       19 May
Removal of shares between the Jersey and JSE registers permissible
from                                                                                                      19 May
Annual General Meeting (shareholder vote to approve final distribution)                                   20 May
Applicable exchange rate date (Jersey and Hong Kong)                                                      21 May
Payment date                                                                                              30 May

The directors have proposed that this final distribution be paid out of capital contribution reserves. As such, this
distribution would be exempt from Swiss withholding tax. As at 31 December 2013, Glencore Xstrata plc had CHF11.4
billion of such capital contribution reserves in its statutory accounts.
The final distribution is declared and ordinarily paid in US dollars. Shareholders on the Jersey register may elect to
receive the distribution in sterling, euros or Swiss francs, the exchange rates of which will be determined by reference to
the rates applicable to the US dollar as stated above. Shareholders on the Hong Kong branch register will receive their
distribution in Hong Kong dollars, while shareholders on the Johannesburg register will receive their distribution in South
African rand. Further details on distribution payments, together with currency election and distribution mandate forms,
are available from the Group's website (www.glencorexstrata.com) or from the Company's Registrars.

Notional allocation of debt and interest expense
Glencore's debt funding is primarily arranged centrally, with the proceeds then applied to marketing and industrial
activities as required. Glencore does not allocate borrowings or interest to its three operating segments. However, to
assist investors in the assessment of overall performance and underlying value contributors of its integrated business
model, Glencore notionally allocates its borrowings and interest expense between its marketing and industrial activities
as follows (also see the appendix):
-    At a particular point in time, Glencore estimates the borrowings attributable to funding key working capital items
     within the marketing activities, including inventories, net cash margining and other accounts receivable / payable,
     through the application of an appropriate loan to value ratio for each item. The balance of Group borrowings is
     allocated to industrial activities.
-    Once the average amount of borrowings notionally allocated to marketing activities for the relevant period has been
     estimated, the corresponding interest expense on those borrowings is estimated by applying the Group's average
     variable rate cost of funds during the relevant period to the average borrowing amount. The balance of Group
     interest expense and all interest income is allocated to industrial activities. The allocation is a company estimate only
     and is unaudited. The table below summarises the notional allocation of borrowings and interest and corresponding
     implied earnings before tax of the marketing and industrial activities for the year ended 31 December 2013.

US$ million                                                           Marketing    Industrial         Total
                                                                     activities    activities

Adjusted EBIT, pre-significant items                                      2,356         3,614         5,970
Interest expense allocation                                               (283)       (1,475)       (1,758)
Interest income allocation                                                    -           393           393
Allocated profit before tax                                               2,073         2,532         4,605
Allocated net funding – 31 December 2013                                 15,414        36,814        52,228
Allocated net funding – quarterly average                                14,534        29,520        44,054

Based on the implied equity funding for the marketing activities' working capital requirements, as well as the
relatively modest level of non-current assets employed in the marketing activities (assumed to be equity
funded), the return on notional equity for the marketing activities continued to be very healthy in 2013. The
industrial activities' return on notional equity, is being held back by mostly mid to advanced stage oil, copper,
nickel and zinc development and expansion projects, where significant investments have been made to date.
These projects did not contribute to earnings in the year at anywhere near their full production potential, and
as a result, the full effect of the earnings is yet to be reflected in allocated profits.

Summary pro forma financial information
Information in this section has been presented on the pro forma basis described in the
Financial Review section


Year ended 31 December 2013
US$ million                                                      Metals and            Energy       Agricultural         Corporate              Total
                                                                   minerals          products           products         and other
Revenue from third parties                                           67,181           142,248             30,039               205            239,673
Impact of presenting certain associates and                         (2,468)             (816)                  -                 -            (3,284)
joint ventures on proportionate consolidation
basis
Revenue from third parties - reported measure                        64,713           141,432             30,039               205            236,389

Marketing activities
Adjusted EBIT                                                         1,622               629                198              (93)              2,356
Depreciation and amortisation                                            21                37                185                 -                243
Adjusted EBITDA                                                       1,643               666                383              (93)              2,599

Industrial activities
Adjusted EBIT                                                         4,036             1,244                (6)             (196)              5,078
Depreciation and amortisation                                         3,167             2,134                 67                26              5,394
Adjusted EBITDA                                                       7,203             3,378                 61             (170)             10,472

Total Adjusted EBITDA                                                 8,846             4,044                444             (263)             13,071
Depreciation and amortisation                                       (3,188)           (2,171)              (252)              (26)            (5,637)
Total Adjusted EBIT                                                   5,658             1,873                192             (289)              7,434
Impact of presenting certain associates and                                                                                                     (436)
joint ventures on proportionate consolidation
basis
Total Adjusted EBIT- reported measure                                                                                                           6,998

Interest expense – net                                                                                                                        (1,434)
Income tax expense                                                                                                                              (712)
Non-controlling interests                                                                                                                       (269)
Income for the year before significant items                                                                                                    4,583

Significant items                          
   Other expense – net(1)                                                                                                                     (1,988)
   Mark to market loss on certain aluminium positions                                                                                            (95)
   Unrealised intergroup profit elimination adjustments                                                                                         (261)
   Write off of capitalised borrowing costs                                                                                                      (23)
   Income tax credit                                                                                                                              183
   Non-controlling interest portion of significant items                                                                                           74
Income for the year attributable to equity holders                                                                                              2,473

1 Includes $1,606 million of impairments, see note 5. This excludes the Xstrata acquisition goodwill impairment, see the reconciliation between the reported
  results and the pro forma results on page 121.

A reconciliation between the reported results and the pro forma results is set out on page 121.

Summary pro forma financial information

Year ended 31 December 2012(1)
US$ million                                                      Metals and             Energy       Agricultural          Corporate               Total
                                                                   minerals           products           products          and other
Revenue from third parties                                           69,392            145,713             20,825                306             236,236
Impact of presenting certain associates and                         (2,356)              (970)                  -                  -             (3,326)
joint ventures on proportionate consolidation
basis
Revenue from third parties - reported measure                        67,036            144,743             20,825                306             232,910

Marketing activities
Adjusted EBIT                                                         1,363                435                371               (39)               2,130
Depreciation and amortisation                                            16                 59                 23                  -                  98
Adjusted EBITDA                                                       1,379                494                394               (39)               2,228

Industrial activities
Adjusted EBIT                                                         4,534              2,289               (10)              (352)               6,461
Depreciation and amortisation                                         2,518              1,794                 69                 16               4,397
Adjusted EBITDA                                                       7,052              4,083                 59              (336)              10,858

Total Adjusted EBITDA                                                 8,431              4,577                453              (375)              13,086
Depreciation and amortisation                                       (2,534)            (1,853)               (92)               (16)             (4,495)
Total Adjusted EBIT                                                   5,897              2,724                361              (391)               8,591
Impact of presenting certain associates and                                                                                                        (562)
joint ventures on proportionate consolidation
basis
Total Adjusted EBIT- reported measure                                                                                                              8,029

Interest expense – net                                                                                                                           (1,117)
Income tax expense                                                                                                                                 (434)
Non-controlling interests                                                                                                                          (508)
Income for the year before significant items                                                                                                       5,970

Significant items                        
   Other expense – net(2)                                                                                                                        (2,449)
   Mark to market valuation of certain natural gas contracts                                                                                       (123)
   Unrealised intergroup profit elimination adjustments                                                                                             (84)
   Loss on sale of investments                                                                                                                     (128)
   Loan issue costs written off                                                                                                                     (12)
   Net deferred tax asset recorded                                                                                                                   314
   Non-controlling interest portion of significant items                                                                                             149
   Share of associates' significant items                                                                                                          (945)
Income for the year attributable to equity holders                                                                                                 2,692

1 Pro forma 2012 has been adjusted to reflect the updated year-end fair value acquisition accounting for the acquisitions of Xstrata and Viterra.
2 Includes $1,650 million of impairments, see note 5.

Metals and Minerals
Information in this section has been presented on the pro forma basis described in the
Financial Review section

Highlights
Metals and minerals total Adjusted EBITDA in 2013 was $8,846 million, 5% higher than 2012, reflecting increased
production and a stronger marketing contribution, tempered by lower commodity prices. Adjusted EBIT however, of
$5,658 million, was 4% lower, due to additional depreciation, consistent with increasing production.
Metals and minerals industrial Adjusted EBIT was $4,036 million, 11% lower than 2012 (EBITDA was 2% higher). The
EBIT decline was driven by lower average metal prices (e.g. S&P GSCI Industrial Metal Index down 7%), offset by strong
production growth (apart from zinc mine closures), particularly copper and ferrochrome, where own sourced production
increased by 26% and 32% respectively.

Marketing Adjusted EBIT in 2013 was $1,622 million, 19% higher than 2012, supported by generally higher volumes and
strong physical premiums.

Outlook
Further production growth is expected from key projects across copper, zinc/lead and nickel, which is expected to
provide a platform for volume growth over the next few years. We expect demand to remain strong across most of the
markets in which we operate, driven by both continuing emerging market demand as well as a return to growth
trajectories in the developed world, especially North America.


US$ million                                          Marketing     Industrial                      Marketing      Industrial
                                                    activities     activities            2013     activities      activities            2012
Revenue                                                 35,986         31,195          67,181         38,798          30,594          69,392
Adjusted EBITDA                                          1,643          7,203           8,846          1,379           7,052           8,431
Adjusted EBIT                                            1,622          4,036           5,658          1,363           4,534           5,897
Allocated average CE(1)                                  9,097         58,867          67,964          8,083          56,561          64,644
Adjusted EBIT return on average CE                         18%             7%              8%            17%              8%              9%

1 The simple average of segment current and non-current capital employed (see note 2 of the financial statements and pro forma in respect of 2012),
  adjusted for production related inventories, is applied as a proxy for marketing and industrial activities respectively.

Market Conditions
Selected average commodity prices
                                                                                                        2013            2012           Change
                                                                                                                                            %
S&P GSCI Industrial Metals Index                                                                         354             382              (7)
LME (cash) copper price ($/t)                                                                          7,328           7,958              (8)
LME (cash) zinc price ($/t)                                                                            1,909           1,948              (2)
LME (cash) lead price ($/t)                                                                            2,139           2,062                4
LME (cash) nickel price ($/t)                                                                         15,012          17,530             (14)
Gold price ($/toz)                                                                                     1,411           1,669             (15)
Silver price ($/toz)                                                                                      24              31             (23)
Metal Bulletin cobalt price 99.3% ($/lb)                                                                  13              13                -
LME (cash) aluminium price ($/t)                                                                       1,846           2,022              (9)
Metal Bulletin alumina price ($/t)                                                                       327             319                3
Metal Bulletin ferrochrome 6-8% C basis 60% Cr, max 1.5% Si (¢/lb)                                        99             109              (9)
Platinum price ($/toz)                                                                                 1,486           1,552              (4)
Iron ore (Platts 62% CFR North China) price ($/DMT)                                                      135             130                4

Metals and Minerals

Currency table
                                                                        Spot                      Spot
                                                         Average      31 Dec      Average       31 Dec    Change in
                                                            2013        2013         2012         2012    average %
AUD : USD                                                   0.97        0.89         1.04         1.04          (7)
USD : COP                                                  1 869       1 930        1 797        1 767            4
EUR : USD                                                   1.33        1.37         1.29         1.32            3
GBP : USD                                                   1.56        1.66         1.59         1.63          (2)
USD : CHF                                                   0.93        0.89         0.94         0.92          (1)
USD : KZT                                                    152         154          149          150            2
USD : ZAR                                                   9.65       10.49         8.21         8.47           18

Marketing
Highlights
Adjusted EBIT for 2013 was $1,622 million, an increase of 19% compared to 2012. The growth was driven by higher
volumes, including copper, cobalt and iron ore, generally supportive physical market conditions, as evidenced by strong
physical premia (in copper, zinc, lead and aluminium) and some level of Xstrata synergy contribution.

Financial information
US$ million                                                                           2013         2012    Change %
Revenue                                                                             35,986       38,798        (7%)
Adjusted EBITDA                                                                      1,643        1,379         19%
Adjusted EBIT                                                                        1,622        1,363         19%

Selected marketing volumes sold
                                                                       Units          2013         2012    Change %
Copper metal and concentrates(1)                                          mt           2.8          2.3          22
Zinc metal and concentrates(1)                                            mt           3.2          2.8          14
Lead metal and concentrates(1)                                            mt           0.7          0.7           -
Gold                                                                     koz         1,326          746          78
Silver                                                                   moz          52.8         22.5         135
Nickel                                                                    kt           226          232         (3)
Ferroalloys (incl. agency)                                                mt           3.8          3.0          27
Cobalt                                                                    kt            25           16          56
Alumina/aluminium                                                         mt          13.1         11.5          14
Iron ore                                                                  mt          33.2         19.8          68

1 Estimated metal unit contained.

Copper
Despite a relatively challenging year for copper, where the average price was down 8% on 2012, supply / demand
fundamentals surprised on the upside, with the market finishing the year balanced compared to consensus expectation
of a significant surplus at the start of 2013. In fact, refined copper metal inventories recorded a large drop.
The extent of improvement in the physical market balance caught many by surprise. A significant reduction in scrap
availability coupled with strong Chinese demand saw its cathode consumption jump almost 1 million tonnes to more than
9 million in 2013. This, together with limited 2013 cathode contract coverage, forced many consumers to chase spot
cathode premia to record / near record levels across all key consuming regions, in conjunction with significant
drawdowns in bonded warehouse and exchange stocks by year end. Additionally, more than half of the LME's cathode
stocks are currently cancelled for withdrawal, suggesting further declines beyond the current low levels.
Similar Chinese demand growth rates are anticipated in 2014, driven by additional grid infrastructure and residential
construction spending as well as the commissioning of an estimated two million tonnes of new rod capacity. Furthermore,
our expectations of strong global cathode demand in 2014 is expected to be supported by improving economic
conditions in the developed world, driven primarily by the US and ex-China Asia, but also supported by Europe, which is
expected to post demand growth for the first time since 2010, as the global economy recovers from one of the largest
recessions in many years.

Metals and Minerals

While 2013 copper mine supply experienced the strongest growth seen over the last decade, similar mine growth
forecasts for 2014 and 2015 carry higher performance risk. Compared to the incremental brownfield capacity additions
that underpinned 2013 mine supply growth (including Collahuasi, Escondida and Grasberg), growth over the next two
years is largely reliant on greenfield sources that carry significantly higher timetable risk, especially as many face
challenging geographical backdrops. Also, as in previous years, aging operations and declining grades pose downside
risks to supply forecasts at existing operations.

Beyond the copper projects in construction and commissioning this year and next, a lack of large high-quality mine
projects from 2015 onwards is expected to shift the market back into structural deficit, particularly given the number of
mine closures that are forecast over the second half of this decade.

Zinc/Lead
The zinc metal market went into deficit in 2013 for the first time in 5 years, driven by the continuing appetite from China
for imported metal (record of 600,000 tonnes in 2013) and the recovery in physical demand in the US / South East Asia.
This change in the supply / demand picture is evidenced by increased physical premiums worldwide. Warehouse levels
(LME and SHFE) decreased by approximately 370,000 tonnes (24%) year on year.

The lead metal market had a particularly strong start in 2013, as concerns about planned smelter closures (Doe Run and
Exide in the US) and lack of secondary feed resulted in a tight market and LME inventory drawdowns. The re-starts of
lead metal production at La Oroya, Portovesme (Glencore) and Korea Zinc brought the market back into balance in the
latter part of the year. Over the year, warehouse levels (LME and SHFE) decreased by 90,000 tonnes (23%) year on
year.

The zinc concentrate spot market was relatively quiet during 2013, due to an increase in Chinese domestic concentrate
production and Chinese arbitrage for concentrates not being present, despite good arbitrage for metal in favour of
imports. This resulted in a steady increase of spot treatment charges through the year.

Nickel
Global stainless steel production increased in 2013, driven by strong Chinese growth, while Western markets were
impacted by persistent overcapacity and increasing imports from Asia, resulting in subdued stainless steel prices. The
general sentiment improved from negative to neutral as the year progressed, with stainless inventories remaining
relatively low throughout the supply chain.

Global demand for nickel improved during 2013, supported by increased demand in stainless and non-stainless
applications. However, with the continued growth in nickel pig iron output, coupled with increased supply from greenfield
projects, the market remained heavily oversupplied. LME inventory increased from 142,000 tonnes at the start of the
year to a record high of 262,000 tonnes at year-end, with the cash settlement price averaging 14% lower than 2012.
Nickel ore exports from Indonesia stopped on 12 January 2014 following the introduction of the mineral export ban of
unprocessed ore in accordance with law 4, 2009 and related ministerial decrees. With Indonesian nickel ore shipments
supporting over 20% of global primary nickel production the export ban, if sustained, is expected to have a material
impact on global nickel supply in the medium term as global stocks are consumed and sizeable primary deficits appear.

Ferroalloys
Ferrochrome prices were largely flat during H2 2013 as demand from the global stainless steel market remained steady,
while supply from all major producing regions increased. Prices showed some signs of recovery towards the end of the
year, on the back of renewed optimism in the stainless steel industry, and to a lesser extent, expectations of further
Eskom power buy-backs in South Africa.

In 2013, cobalt prices fluctuated in a narrow range. 2013 was marked by ongoing growth in battery applications for cobalt
as well as a recovery related to the aerospace industry. Volumes increased significantly (56%) due to the DRC
production growth and an expansion of third party purchases.

Manganese alloy prices declined throughout the year with a slight recovery from November. Demand was stable with
over-capacity placing downward pressure on prices. Ore prices remained range bound as South African producers
increased capacity, while Chinese demand remained healthy.

Vanadium prices were firm in H1 2013 with the expectation of increased demand within China. However, this was met, to
a large extent, by increased domestic Chinese vanadium output, such oversupply then flowing back to the broader
market, putting pressure on prices later in the year.

Metals and Minerals

Alumina/Aluminium
Average LME aluminium prices during 2013 were below 2012, although average premium levels increased significantly
(from an average range of $140-$166 to $195-$215 per tonne). Producers remain under pressure, with many no longer
able to cover their production costs. Indications for aluminium premiums for duty unpaid, in-warehouse material at the
beginning of 2013 were within the $200-$230 per tonne range and the 2013 year end level was around $210 to $230 per
tonne.

The FOB Australia alumina price opened and closed 2013 at $330 per tonne, with a price range of $315 to $345 per
tonne witnessed during the year.

Iron Ore
With Chinese iron ore imports reaching another record high of 819 million tonnes the iron ore price in 2013 was well
supported and averaged around $135 per dmt. We believe long-term pricing momentum is potentially down, with large
increases in supply currently expected from major producers in the next few years.
The iron ore paper market enjoyed a strong liquidity boost in 2013, with SGX reporting total traded volumes of 229.8
million tonnes, compared to 108.9 million tonnes in 2012, augmented by other exchanges such as Dalian (started in H2
2013) providing additional liquidity.

Metals and Minerals

Industrial activities
Highlights
Total industrial revenues for metals and minerals were $31,195 million, up 2% from $30,594 million in 2012. Adjusted
EBITDA was $7,203 million, up 2% from $7,052 million, driven by strong production growth, particularly copper (up 26%),
gold (up 14%) and ferrochrome (up 32%), relating to the Group's key growth projects (including Mutanda, Katanga and
Antapaccay) and improved production from Collahuasi, offset by lower average metal prices (e.g. S&P GSCI Industrial
Metals Index down 7%). Adjusted EBIT was $4,036 million, down 11% from $4,534 million compared to 2012, reflecting
the higher depreciation and amortisation charge, consistent with the increased production. Testament to the overall
improvement in asset quality / cost competiveness, is that, notwithstanding the reduction in commodity prices, the
adjusted metals and minerals' EBITDA mining margin improved from 32% to 34%.

Financial information
US$ million                                                                          2013         2012     Change %
Revenue

Copper assets
African copper (Katanga, Mutanda, Mopani, Sable)                                    3,211        2,082           54
Collahuasi(1)                                                                       1,314        1,002           31
Antamina(1)                                                                         1,154        1,354         (15)
Other South America (Alumbrera, Lomas Bayas, Antapaccay/Tintaya,                    2,611        2,742          (5)
Punitaqui)
Australia (Ernest Henry, Mount Isa, Cobar)                                          1,904        2,051          (7)
Custom metallurgical (Altonorte, Townsville Refinery, CCR, Horne, Pasar)           10,625       10,471            1
Intergroup revenue elimination                                                    (2,196)      (2,620)         n.m.
Copper                                                                             18,623       17,082            9

Zinc assets
Kazzinc                                                                             2,587        2,839          (9)
Australia (Mount Isa, McArthur River)                                               1,070        1,331         (20)
European custom metallurgical (Portovesme, San Juan de Nieva, Nordenham,            2,428        2,469          (2)
Northfleet)
North America (Matagami/Perseverance, Kidd, Brunswick, CEZ Refinery)                1,548        1,367           13
Other Zinc (AR Zinc, Los Quenuales, Sinchi Wayra, Illapa, Rosh Pinah,                 708          715          (1)
Perkoa)
Intergroup revenue elimination                                                      (674)      (1,002)         n.m.
Zinc                                                                                7,667        7,719          (1)

Nickel assets
Integrated Nickel Operations (Sudbury, Raglan, Nikkelverk)                          1,634        2,683         (39)
Australia (Murrin Murrin, XNA)                                                        693          846         (18)
Falcondo                                                                              150          259         (42)
Nickel                                                                              2,477        3,788         (35)

Ferroalloys                                                                         1,910        1,579          21
Aluminium/Alumina                                                                     518          426          22
Metals and minerals revenue – pro forma segmental measure                          31,195       30,594           2
Impact of presenting joint ventures on an equity accounting basis                 (2,468)      (2,356)        n.m.
Metals and minerals revenue – reported measure                                     28,727       28,238           2

1 Represents the Group's share of revenue in these JVs.

Metals and Minerals


US$ million                                                                                               2013           2012         Change %
Adjusted EBITDA

Copper assets
African copper                                                                                             942            395              138
Collahuasi(1)                                                                                              756            442               71
Antamina(1)                                                                                                868            964             (10)
Other South America                                                                                      1,220          1,276              (4)
Australia                                                                                                  760            705                8
Custom metallurgical                                                                                       115            167             (31)
Copper                                                                                                   4,661          3,949               18
Adjusted EBITDA mining margin2                                                                             45%            41%

Zinc assets
Kazzinc                                                                                                    703            890             (21)
Australia                                                                                                  341            427             (20)
European custom metallurgical                                                                              159            230             (31)
North America                                                                                              332            534             (38)
Other Zinc                                                                                                  38            187             (80)
Zinc                                                                                                     1,573          2,268             (31)
Adjusted EBITDA mining margin(2)                                                                           24%            33%

Nickel assets
Integrated Nickel Operations                                                                               667            907             (26)
Australia                                                                                                 (39)          (112)             n.m.
Falcondo                                                                                                  (27)              -             n.m.
Koniambo                                                                                                     -            (2)             n.m.
Nickel                                                                                                     601            793             (24)
Adjusted EBITDA margin                                                                                     24%            21%

Ferroalloys                                                                                                346             84             3 12
Aluminium/Alumina                                                                                           24           (30)             n.m.
Iron ore                                                                                                   (2)           (12)             n.m.
Metals and minerals Adjusted EBITDA – pro forma segmental measure                                        7,203          7,052                2
Adjusted EBITDA mining margin(2)                                                                           34%            32%
Impact of presenting joint ventures on an equity accounting basis                                        (760)          (852)             n.m.
Metals and minerals Adjusted EBITDA – reported measure                                                   6,443          6,200                4

1 Represents the Group's share of EBITDA in these JVs.
2 Adjusted EBITDA mining margin is Adjusted EBITDA (excluding custom metallurgical assets) divided by Revenue (excluding custom metallurgical assets
  and intergroup revenue elimination) i.e. the weighted average EBITDA margin of the mining assets. Custom metallurgical assets include the Copper
  custom metallurgical assets and Zinc European custom metallurgical assets and the Aluminium/Alumina group, as noted in the table above.

Metals and Minerals




US$ million                                                          2013    2012  Change %
Adjusted EBIT

Copper assets
African copper                                                        548     136       303
Collahuasi(1)                                                         544     288        89
Antamina(1)                                                           692     759       (9)
Other South America                                                   819   1,127      (27)
Australia                                                             492     511       (4)
Custom metallurgical                                                   53     101      (48)
Copper                                                              3,148   2,922         8

Zinc assets
Kazzinc                                                               286     537      (47)
Australia                                                             159     366      (57)
European custom metallurgical                                          81     160      (49)
North America                                                         194     309      (37)
Other Zinc                                                          (119)      78      n.m.
Zinc                                                                  601   1,450      (59)

Nickel assets
Integrated Nickel Operations                                          213     492      (57)
Australia                                                           (113)   (226)      n.m.
Falcondo                                                             (27)       -      n.m.
Koniambo                                                                -     (2)      n.m.

Nickel                                                                73     264       (72)

Ferroalloys                                                          207     (48)      n.m.
Aluminium/Alumina                                                     10     (42)      n.m.
Iron ore                                                              (3)    (12)      n.m.

Metals and minerals Adjusted EBIT – pro forma segmental measure     4,036   4,534      (11)
Impact of presenting joint ventures on an equity accounting basis   (372)   (492)      n.m.
Metals and minerals Adjusted EBIT – reported measure                3,664   4,042       (9)

1 Represents the Group's share of EBIT in these JVs.

Metals and Minerals

US$ million                                                          2013     2012
Sustaining capex

Copper assets
African copper                                                        522      252
Collahuasi(1)                                                         235      279
Antamina(1)                                                           241       70
Other South America                                                   452      202
Australia                                                             341      403
Custom metallurgical                                                  131      140
Copper                                                              1,922    1,346

Zinc assets
Kazzinc                                                               173      254
Australia                                                             546      593
European custom metallurgical                                          93       46
North America                                                          61       48
Other Zinc                                                            181      134
Zinc                                                                1,054    1,075

Nickel assets
Integrated Nickel Operations                                          154      246
Australia                                                              43       80
Falcondo                                                                3        6
Nickel                                                                200      332

Ferroalloys                                                           112      124
Aluminium/Alumina                                                      28       25
Total sustaining capex – pro forma segmental measure                3,316    2,902
Impact of presenting joint ventures on an equity accounting basis   (476)    (349)
Total sustaining capex – reported measure                           2,840    2,553

1 Represents the Group's share of EBIT in these JVs.

Metals and Minerals

US$ million                                                          2013    2012
Expansion capex

Copper assets
African copper                                                      1,103     611
Collahuasi(1)                                                          59     128
Antamina(1)                                                            47     172
Las Bambas                                                          1,734   1,064
Other South America                                                   113     878
Australia                                                             275     450
Custom metallurgical                                                   65      25
Copper                                                              3,396   3,328

Zinc assets
Kazzinc                                                               75       87
Australia                                                            637      685
European custom metallurgical                                         36       82
North America                                                        118      126
Other Zinc                                                            95      102
Zinc                                                                 961    1,082

Nickel assets
Integrated Nickel Operations                                          256     279
Australia                                                               5      71
Falcondo                                                                3       3
Koniambo                                                            1,033   1,199
Other nickel projects                                                   6      13
Nickel                                                              1,303   1,565

Ferroalloys                                                           209     290
Iron ore                                                               89     148
Total expansion capex – pro forma segmental measure                 5,958   6,413
Impact of presenting joint ventures on an equity accounting basis   (106)   (300)
Total expansion capex – reported measure                            5,852   6,113

1 Represents the Group's share of EBIT in these JVs.

Metals and Minerals

US$ million                                                          2013    2012
Total capex

Copper assets
African copper                                                      1,625     863
Collahuasi(1)                                                         294     407
Antamina(1)                                                           288     242
Las Bambas                                                          1,734   1,064
Other South America                                                   565   1,080
Australia                                                             616     853
Custom metallurgical                                                  196     165
Copper                                                              5,318   4,674

Zinc assets
Kazzinc                                                               248     341
Australia                                                           1,183   1,278
European custom metallurgical                                         129     128
North America                                                         179     174
Other Zinc                                                            276     236
Zinc                                                                2,015   2,157

Nickel assets
Integrated Nickel Operations                                          411     525
Australia                                                              48     151
Falcondo                                                                6       9
Koniambo                                                            1,033   1,199
Other nickel projects                                                   5      13
Nickel                                                              1,503   1,897

Ferroalloys                                                           321     414
Aluminium/Alumina                                                      28      25
Iron ore                                                               89     148
Total capex – pro forma segmental measure                           9,274   9,315
Impact of presenting joint ventures on an equity accounting basis   (582)   (649)
Total capex – reported measure                                      8,692   8,666

1 Represents the Group's share of capex in these JVs.

Metals and Minerals

Pro forma production data
Production from own sources – Total(1)
                                                                                        2013      2012  Change
                                                                                                             %
Total Copper                                                                    kt   1,496.7   1,189.8      26
Total Zinc                                                                      kt   1,398.5   1,531.8     (9)
Total Lead                                                                      kt     315.0     320.6     (2)
Total Nickel                                                                    kt      98.4     102.5     (4)
Total Gold                                                                     koz     1,023       897      14
Total Silver                                                                   koz    39,256    35,656      10
Total Cobalt                                                                    kt      19.4      14.0      39
Total Ferrochrome                                                               kt     1,238       938      32
Total Platinum                                                                 koz        90        80      13
Total Palladium                                                                koz        50        45      11
Total Rhodium                                                                  koz        15        14       7
Total Vanadium Pentoxide                                                       mlb      21.6      21.2       2

Production from own sources – Copper assets(1)
                                                                                       2013      2012   Change
                                                                                                             %
African Copper (Katanga, Mutanda, Mopani)                                                    
                                   Total Copper metal(2)                        kt    398.6     279.0       43                                               
                                   Total Cobalt(3)                              kt     16.0      10.7       50

Collahuasi(4)
                                        Copper metal                            kt     12.5      16.2     (23)
                                        Copper in concentrates                  kt    183.1     107.9       70
                                        Silver in concentrates                 koz    2,217     1,334       66

Antamina(5)
                                        Copper in concentrates                  kt    149.5     150.8      (1)
                                        Zinc in concentrates                    kt     87.9      73.9       19
                                        Silver in concentrates                 koz    5,216     4,203       24

Other South America (Alumbrera, Lomas Bayas, Antapaccay/Tintaya)
                                   Total Copper metal                           kt     86.4      82.1        5
                                   Total Copper in concentrates                 kt    260.4     190.6       37
                                   Total Gold in concentrates and in doré      koz      392       381        3
                                   Total Silver in concentrates and in doré    koz    2,192     2,167        1

Australia (Ernest Henry, Mount Isa, Cobar)
                                     Total Copper in anode                      kt    201.1     159.5       26
                                     Total Copper in concentrates               kt     48.5      40.9       19
                                     Total Gold                                koz       51        41       24
                                     Total Silver                              koz    1,549     1,170       32

Total Copper department
                                        Total Copper                            kt  1,340.1   1,027.0       30
                                        Total Cobalt                            kt     16.0      10.7       50
                                        Total Zinc                              kt     87.9      73.9       19
                                        Total Gold                             koz      443       422        5
                                        Total Silver                           koz   11,174     8,874       26

Metals and Minerals

Production from own sources – Zinc assets(1)
                                                                                             2013      2012    Change
                                                                                                                    %
Kazzinc
                                        Zinc metal                                   kt     216.2     227.3       (5)
                                        Lead metal                                   kt      29.8      26.8        11
                                        Copper metal                                 kt      50.9      49.6         3
                                        Gold                                        koz       579       474        22
                                        Silver                                      koz     5,251     4,777        10

Australia (Mount Isa, McArthur River)
                                        Total Zinc in concentrates                   kt     608.4     592.5         3
                                        Total Lead in concentrates                   kt     213.6     193.5        10
                                        Total Silver in concentrates                koz     8,450     7,975         6

North America (Matagami/Perseverance, Kidd, Brunswick)
                                  Total Zinc in concentrates                         kt     194.3     389.0      (50)
                                  Total Lead in concentrates                         kt      13.5      50.9      (73)
                                  Total Copper in concentrates                       kt      49.0      53.1       (8)
                                  Total Silver in concentrates                      koz     4,549     5,566      (18)

Other Zinc (AR Zinc, Los Quenuales, Sinchi Wayra, Illapa, Rosh Pinah, Perkoa)(6)
                                    Zinc metal                                       kt      29.7      30.8       (4)
                                    Zinc in concentrates                             kt     262.0     218.3        20
                                    Lead metal                                       kt      11.0      11.8       (7)
                                    Lead in concentrates                             kt      47.1      37.6        25
                                    Copper in concentrates                           kt       2.1       1.7        24
                                    Silver metal                                    koz       670       783      (14)
                                    Silver in concentrates                          koz     9,162     7,681        19

Total Zinc department
                                        Total Zinc                                   kt   1,310.6   1,457.9     (10)
                                        Total Lead                                   kt     315.0     320.6      (2)
                                        Total Copper                                 kt     102.0     104.4      (2)
                                        Total Gold                                  koz       579       474       22
                                        Total Silver                                koz    28,082    26,782        5

Metals and Minerals

Production from own sources – Nickel assets(1)
                                                                          2013    2012  Change
                                                                                             %
Integrated Nickel Operations (Sudbury, Raglan, Nikkelverk)
                                    Total Nickel metal              kt    47.1    41.5      13
                                    Total Nickel in concentrates    kt     0.5     0.7    (29)
                                    Total Copper metal              kt    16.7    15.3       9
                                    Total Copper in concentrates    kt    37.6    42.5    (12)
                                    Total Cobalt metal              kt     0.7     0.6      17

Australia (Murrin Murrin, XNA)
                                    Total Nickel metal              kt    35.9    33.4       7
                                    Total Nickel in concentrates    kt     4.1    11.7    (65)
                                    Total Copper in concentrates    kt     0.3     0.6    (50)
                                    Total Cobalt metal              kt     2.6     2.4       8
                                    Total Cobalt in concentrates    kt     0.1     0.3    (67)

Falcondo                            Nickel in ferronickel           kt     9.4    15.2    (38)

Koniambo                            Nickel in ferronickel           kt     1.4       -    n.a.

Total Nickel department
                                    Total Nickel                    kt    98.4   102.5     (4)
                                    Total Copper                    kt    54.6    58.4     (7)
                                    Total Cobalt                    kt     3.4     3.3       3
                                                
Production from own sources – Ferroalloys assets(1)
                                                                          2013    2012   Change
                                                                                              %              
Ferrochrome(7)                                                      kt   1,238     938       32

PGM(8)                              Platinum                       koz      90      80       13
                                    Palladium                      koz      50      45       11
                                    Rhodium                        koz      15      14        7
                                    Gold                           koz       1       1        -
                                    4E                             koz     156     140       11

Vanadium Pentoxide                                                 mlb    21.6    21.2        2

Metals and Minerals

Total production – Custom metallurgical assets(1)
                                                                                                                         2013          2012      Change
                                                                                                                                                      %
Copper (Altonorte, Townsville, Pasar, Horne, CCR)
                                   Copper metal                                                                kt       750.6         622.0          21
                                   Copper anode                                                                kt       514.5         465.0          11

Zinc (Portovesme, San Juan de Nieva, Nordenham, Northfleet)
                                   Zinc metal                                                                  kt       745.0         730.6           2
                                   Lead metal                                                                  kt       174.1         156.9          11
                                   Silver                                                                     koz       7,870         7,249           9

Ferroalloys
                                   Ferromanganese                                                              kt          99            17         482
                                   Silicon Manganese                                                           kt          92            16         475

Aluminium (Sherwin Alumina)
                                   Alumina                                                                     kt       1,606         1,379          16

1   Controlled industrial assets and JVs only. Production is on a 100% basis, except as stated.
2   Copper metal includes copper contained in copper concentrates and blister copper.
3   Cobalt contained in concentrates and hydroxides.
4   The Group's pro-rata share of Collahuasi production (44%).
5   The Group's pro-rata share of Antamina production (33.75%).
6   Illapa is a 45:55 joint venture with the Bolivian government which holds the Bolivar and Porco mines previously held by Sinchi Wayra.
7   The Group's 79.5% share of the Glencore-Merafe Chrome Venture.
8   Consolidated 100% of Eland and 50% of Mototolo.

Operating highlights
Copper assets
Total Group copper production was 1,496,700 tonnes, an increase of 26% against 2012. The increase is driven by the
key growth projects at Katanga, Mutanda, Antapaccay and Ernest Henry, together with improved production from
Collahuasi.

African copper
African copper produced 398,600 tonnes of copper in 2013, up 43% compared to 2012. The growth has been achieved
across all the key assets, mainly relating to the expansion projects at Katanga and Mutanda, both reaching production
capacity of 200,000 tonnes per annum at the end of 2013.
Cobalt production was 16,000 tonnes, a 50% increase compared to 2012, driven primarily by Mutanda's expansion.

Collahuasi
The group's share of copper production at Collahuasi was 195,600 tonnes, an increase of 58% compared to 2012.
Production increased significantly since June 2013, reflecting a strong ramp up, following restart of the SAG mill (closed
for 49 days in Q2 2013) and a return to higher grades. H2 2013 production was 91% higher than H1 2013.

Antamina
The group's share of copper production from Antamina was 149,500 tonnes, in line with 2012. Zinc production was
87,900 tonnes, an increase of 19% compared to 2012, as a result of higher grades within the 2013 mine-plan. Antamina
had a planned shutdown of the SAG mill during 2013 for a stator replacement; this was completed within 30 days, well
ahead of schedule with a quick return to expected throughput level post the restart.

Other South America
Production from other South American copper was 346,800 tonnes, 27% higher than 2012. This increase was driven by
the ramp-up at Antapaccay, following commissioning in November 2012, partially offset by lower production at Alumbrera
due to lower head grades and the processing of more stockpiled ore, as the mine approaches the end of its life in 2019.
Gold production was 392,000 oz, 3% higher than 2012. The small net increase relates to the ramp up at Antapaccay
offset by declining grades at Alumbrera, although the latter is expected to hold up well in 2014.

Metals and Minerals

Australia
Copper production was 249,600 tonnes in 2013, a 25% increase over 2012. This increase mainly relates to higher anode
production at Mount Isa (up 26%), driven by higher concentrate feed from Ernest Henry, which produced 70,700 tonnes
of copper in concentrate in 2013, an increase of 107% compared to 2012, relating to the underground expansion project.

Custom metallurgical assets
The copper custom metallurgical assets produced 514,500 tonnes of anode (Altonorte and Horne), an 11% increase over
2012, as Altonorte increased production by 14% to 309,000 tonnes in 2013, driven by higher concentrate grades.
Cathode production was 750,600 tonnes during 2013 (Townsville, CCR and Pasar), an increase of 21% compared to
2012. This increase primarily relates to the contribution from Pasar, following the fire that impacted 2012. Pasar,
however, ceased production following damages sustained by Typhoon Haiyan and has remained closed since. It is
currently expected to restart in Q1 2014.

Zinc assets
Total Group zinc production was 1,398,500 tonnes and lead production was 315,000 tonnes, a reduction of 9% and 2%
respectively against 2012. The reduction relates to expected declines at Brunswick and Perseverance as they reached
the end of their mine lives (last production in June 2013). Zinc production is expected to return to growth in 2014,
originating mainly from Australia.

Kazzinc
Gold production from own sources was 579,000 oz, an increase of 22% against 2012, primarily relating to productivity
improvements at Vasilkovskoye, plus some contribution from the gold mines Komarovskoye and Raigorodok (57,000 oz),
acquired in 1H 2013.
Zinc production from own sources was 216,200 tonnes, down 5% against 2012, reflecting an expected reduction in head
grades. Own sourced lead and copper production was 29,800 tonnes and 50,900 tonnes, an increase of 11% and 3%
respectively, mainly relating to a greater focus on processing inventories, in part driven by lower availability of third party
feed material.

Australia
Australia zinc produced 608,400 tonnes of zinc and 213,600 tonnes of lead in 2013, up 3% and 10% respectively against
2012, mainly driven by the growth projects at McArthur River and Mount Isa.
The George Fisher project (Mount Isa) reached its planned annualised ore mined run rate capacity of 4.5 million tonnes
in June 2013, while the McArthur River Phase 3 project (doubling ore capacity from 2.5 million tonnes to between 5.0
and 5.5 million tonnes per annum) is progressing as planned, with commissioning expected at the end of H1 2014.

North America
North America zinc produced 194,300 tonnes of zinc and 13,500 tonnes of lead in 2013, a reduction of 50% and 73%
respectively against 2012. The reductions relate to the planned wind-downs of the Brunswick and Perseverance mines
as they reached the end of their mine lives (last production in June 2013).
The new Bracemac-Mcleod mine (part of the Matagami complex with Perseverance) is ramping up and produced 32,900
tonnes in 2013. This mine will only offset approximately half the lost production from the larger Perseverance operation.
The Group has exploration rights in the region and is assessing options for potential new mine sites.
The Kidd mine produced 67,800 tonnes of zinc and 36,900 tonnes of copper in 2013. 2013 production was impacted by
reduced volumes of ore mined as it reaches lower levels, with greater operational complexities (currently mining at
depths of between 2,100m and 2,900m), partly offset by higher grades.

Other Zinc
These assets produced 291,700 tonnes of own sourced zinc and 58,100 tonnes of own sourced lead, up 17% and 18%
respectively against 2012, primarily relating to Rosh Pinah (acquired in 2012) and Perkoa (started production in 2013).

European custom metallurgical assets
The zinc custom metallurgical assets produced 745,000 tonnes of zinc metal and 174,100 tonnes of lead metal during
2013, an increase of 2% and 11% respectively compared to 2012. The key driver was higher production at Portovesme
due to commissioning of the zinc SX plant and restart of the lead plant.

Nickel assets
Nickel production was 98,400 tonnes in 2013, a 4% decline versus 2012. The reduction mainly relates to the former XNA
and Falcondo operations placed on care and maintenance, in response to low nickel prices, offset by a record year of
production from Murrin Murrin and Raglan. 2013 production includes 1,400 tonnes from Koniambo, which is in the early
stages of ramping up production.

Integrated Nickel Operations ("INO")
The output from the Nikkelverk refinery was 91,000 tonnes, of which 47,100 tonnes is from own sources (Raglan, Nickel
Rim South and Fraser via the Sudbury smelter), a 13% increase over 2012. The increase reflects a record year of
production at Raglan (33,800 tonnes), driven by higher grades / mine sequencing, in part offset by a decline in grades at
Sudbury mines and the maintenance shutdown of the Strathcona mill during Q1 2013. The higher level of concentrate
production also resulted in a record year of production at the Sudbury smelter.
INO also produced 54,300 tonnes of own sourced copper production, representing a 6% reduction compared to 2012.
The reduction in copper reflects a known steady decline in copper grades at the Nickel Rim South mine.

Australia
Australia nickel produced 40,000 tonnes of own sourced nickel during 2013, 11% below 2012, relating to XNA (Cosmos
and Sinclair) being placed on care and maintenance during 2013. The lost XNA production was partially offset by
continued strong production from Murrin Murrin, driven by debottlenecking and consistent plant availability.

Falcondo
Falcondo was placed on care and maintenance in October 2013. During 2013, Falcondo produced 9,400 tonnes of
ferronickel, a 38% reduction against 2012.

Koniambo
Construction of Line 1 and Line 2 is now complete. Line 1 produced 1,400 tonnes of nickel in ferronickel during 2013.
First ore to Line 2 will take place in Q1 2014. As reported earlier, the first export shipment took place in September 2013.

Ferroalloys assets
Ferrochrome
Attributable ferrochrome production was 1.2 million tonnes, a 32% increase over 2012. The increase was driven by
higher utilisation at the smelters and better operating results from the furnaces, including the successful commissioning
of the Tswelopele pelletizing plant which enables more efficient use of ore.
The 2012 and 2013 results were also impacted by Eskom's power buyback programmes, which restricted production by
approximately 130,000 tonnes in 2013 and 100,000 tonnes in 2012.

Platinum Group Metals
PGM (4E) production was 156,000 oz, 11% higher than 2012. The 2013 production is made up of 112,000 oz from
Glencore's 50% share of the Mototolo joint venture (stable year-on-year) and 44,000 oz from Eland.
The key driver of the production trend relates to Eland, which increased production 37% in 2013, based on the ramp-up
of the Western decline area.

Vanadium
Vanadium pentoxide (V2O5) production was 21.6 million lbs, slightly up on 2012. V2O5 production is either sold directly
to the aerospace industry or converted into ferrovanadium (FeV) and sold to the steel industry. The production split in
2013 was 6.1 million lbs V2O5 with the remaining 15.5 million lbs converted into FeV.

Manganese
Total Manganese (ferro and silicon) production was 191,000 tonnes in 2013, the first full year of production under
Glencore ownership following acquisition in October 2012. 2013 production was impacted by the decision to curtail ferro
manganese production by 30% in France and produce only silicon manganese in Norway based on market conditions.

Aluminium assets
Sherwin Alumina
Alumina production was 1.6 million tonnes during 2013, a 16% increase over 2012. This reflects a strong plant
operational performance, marking a return to historical levels of production achieved.

Iron Ore assets
A number of Iron Ore projects are being assessed, including:
-   Askaf, Mauritania (attributable interest 79%): a project with the potential to create a 7.5 million tonnes per annum
    open cut mine. Feasibility study and capital estimate are currently being finalised.
-   El Aouj, Mauritania (attributable interest 44%): close to 4 billion tonne resource with a project with large scale
    production potential. Pre-feasibility study for a 15 million tonne per annum first stage development is nearing
    completion.
-   Zanaga, Republic of Congo (attributable interest 50%): 7 billion tonne resource; feasibility study on initial 14 million
    tonnes per annum development started in Q4 2013.

Energy Products
Information in this section has been presented on the pro forma basis described in the
Financial Review section

Highlights
Energy products total Adjusted EBITDA in 2013 was $4,044 million, 12% below 2012, as lower realised coal prices
impacted the coal industrial business, somewhat offset by a 4% increase in coal production volumes, weaker producer
currencies and the realisation of cost savings associated with restructuring the Australian business and some merger
related synergies. At $1,873 million, compared to EBITDA, Adjusted EBIT was 31% lower than 2012, impacted by a 17%
higher depreciation charge (non-cash) and the effect of the lower profit base.

Energy products industrial Adjusted EBIT was $1,244 million, 46% lower than 2012 (EBITDA was 17% lower), for the
reasons discussed above. Marketing Adjusted EBIT was $629 million, 45% higher than 2012, relating primarily to an
improved coal contribution, basis greater volumes and market opportunities.

Outlook
Coal market prospects for 2014 remain challenging, however, as restructuring of the US coal industry continues, export
volumes should reduce. Coal demand across most markets is expected to remain solid on the back of high gas prices
and positive spreads and as the recovery in the global economy gathers pace. Reduced coal subsidies in Europe should
allow for some natural growth in seaborne imports, whereas coal is expected to remain the prime choice to fuel economic
growth in Asia. In our coal production unit, we are clearly positively aligned to some gradual expected improvements in
coal market fundamentals, while in marketing, we are well positioned to meet the increasing quality and blending
arbitrage opportunities which could be expected in both the Atlantic and Pacific markets.
Oil industrial EBITDA in H2 2013 benefited from the start-up in production at the Alen and Chad fields (H2 2013 was 40%
higher than H1 2013), which augurs well for 2014.
US$ million                                           Marketing       Industrial                      Marketing       Industrial
                                                     activities       activities           2013      activities       activities            2012
Revenue                                                 129,979           12,269        142,248         132,361           13,352         145,713
Adjusted EBITDA                                             666            3,378          4,044             494            4,083           4,577
Adjusted EBIT                                               629            1,244          1,873             435            2,289           2,724
Allocated average CE(1)(2)                                2,861           35,989         38,850           5,065           33,863          38,928
Adjusted EBIT return on average CE                          22%               3%             5%              9%               7%              7%

1 The simple average of segment current and non-current capital employed (see note 2 of the financial statements and pro forma in respect of 2012),
  adjusted for production related inventories, is applied as a proxy for marketing and industrial activities respectively.
2 For the purposes of this calculation, capital employed has been adjusted to exclude various long-term loans (primarily Russneft and Rosneft – see note
  11 of the financial statements), which generate interest income and do not contribute to Adjusted EBIT. Capital employed has been adjusted to move
  logistics and storage related property, plant and equipment from industrial activities into marketing activities.

Market conditions
Selected average commodity prices
                                                                                                             2013            2012           Change
                                                                                                                                                 %
S&P GSCI Energy Index                                                                                         332             330                1
Coal API2 ($/t)                                                                                                82              93             (12)
Coal API4 ($/t)                                                                                                81              93             (13)
Australian coking coal average realised export price ($/t)                                                    146             198             (26)
Australian semi-soft coal average realised export price ($/t)                                                 111             159             (30)
Australian thermal coal average realised export price ($/t)                                                    83             102             (19)
Australian thermal coal average realised domestic price ($/t)                                                  40              41              (2)
South African thermal coal average realised export price ($/t)                                                 76              96             (21)
South African thermal coal average realised domestic price ($/t)                                               26              29             (10)
Prodeco (Colombia) thermal coal average realised export price ($/t)                                            83              85              (2)
Cerrejón (Colombia) thermal coal average realised export price ($/t)                                           73              89             (18)
Oil price – Brent ($/bbl)                                                                                     109             112              (3)

Energy Products

Marketing
Highlights
Adjusted EBIT was $629 million, an increase of 45% compared to 2012. The increase in profitability relates primarily to
an improved coal contribution, owing to higher volumes, a healthier physical market compared to 2012, including
significant market segmentation with respect to differing product values and qualities, and some level of Xstrata synergy
contribution. Oil volumes reduced slightly in 2013 with a lower emphasis on the bunker market.

Financial information
US$ million                                                                             2013         2012      Change %
Revenue                                                                              129,979      132,361           (2)
Adjusted EBITDA                                                                          666          494            35
Adjusted EBIT                                                                            629          435            45

Selected marketing volumes sold
                                                                                        2013          2012     Change %               
Thermal coal(1)                                                          mt             84.4          78.3            8
Metallurgical coal1                                                      mt              4.7           4.1           15
Coke1                                                                    mt              0.6           0.2          200
Crude oil                                                              mbbl            385.9         421.4          (8)
Oil products                                                           mbbl            727.6         742.2          (2)
1 Includes agency volumes.

Coal
Atlantic
Demand remained strong across most European countries, supported by high gas prices and positive dark spreads as
well as domestic supply issues in some markets. Whilst the Iberian Peninsula had ample hydro power, coal burn in UK
and Germany remained strong. However, supply from all origins, especially the US, was at a high level and prices
remained under pressure, although the fall was less than in 2012. API2 and API4 levels were down some 5% as at year
end 2013 from year end 2012.

Pacific
Strong export growth in the traditional Australian and Indonesian markets, marked by a lack of any significant supply
disruption, ensured that prices remained relatively low throughout the year. Overall demand remained healthy, especially
in India and China, and whilst prices ended the year lower than at the start, the fall was significantly less than in 2012.
The Newcastle Index as at year end 2013 was down some 8% compared to the end of 2012
During the year, the metallurgical market recovered to a limited extent on the back of better demand in traditional
markets, however prices remained under pressure due to incremental supply.

Oil
Front month Brent traded above $100 per barrel for the entirety H2 2013, ending the year where it began, around $110
per barrel. Overall price volatility was generally lower in H2 than H1, particularly in the fourth quarter. By contrast WTI,
and therefore the WTI/Brent spread, showed significant volatility during the period, with the discount to Brent for US light
sweet crude starting the year at $19 per barrel, reducing to around $6 in June and returning to over $19 in Q4 2013,
before reducing again to end the year at around $12 per barrel. Whilst the front end of Brent structure remained for the
most part backwardated, WTI traded into contango during its period of particular weakness. However, long dated crude
structures remain strikingly backwardated.

North American domestic production levels continued to show good growth, whilst interrupted supply from Libya and
some other OPEC members was the norm. Generally US refining margins were healthy, but those in Europe were under
considerable pressure. Tanker freight performed poorly in the second half of the year, however staged a reasonable
recovery as the winter began.

Industrial activities
Highlights
Total industrial revenues for energy products were $12,269 million, down 8% from $13,352 million in 2012. Adjusted
EBITDA and EBIT for 2013 were $3,378 million and $1,244 million, down 17% and 46%, respectively from $4,083 million
and $2,289 million in 2012. The higher EBIT reduction relates to the depreciation and amortisation charge (non-cash)
across the lower profit base.

Energy products' industrial activities performance was down in 2013, primarily driven by lower realised coal prices. The
impact of lower prices was somewhat offset by a 4% increase in coal production volumes (Prodeco and various
Australian thermal coal operations), the weaker Australian dollar and South African rand and the realisation of cost
savings associated with restructuring the Australian business and some cost synergies resulting from the merger with
Xstrata. Oil EBITDA was $49 million (or 10%) lower than 2012, due to slightly lower oil prices and the impact of the
switch in production as the Alen and Chad fields started production and the Aseng field came off plateau, however H2
2013 was 40% higher than H1 2013, which augurs well for 2014.

Financial information
US$ million                                                                        2013          2012      Change %
Net revenue
Coal operating revenue
Coking Australia                                                                  1,087         1,402           (22)
Thermal Australia                                                                 4,773         5,444           (12)
Thermal South Africa                                                              2,253         2,450            (8)
Prodeco                                                                           1,505         1,216             24
Cerrejón(1)                                                                         816           970           (16)
Coal operating revenue                                                           10,434        11,482            (9)
Coal other revenue
Coking Australia                                                                    439           273             61
Thermal Australia                                                                   623           544             15
Thermal South Africa                                                                 99           245           (60)
Prodeco                                                                               2             -           n.m.
Coal other revenue (buy-in coal)                                                  1,163         1,062             10
Coal total revenue
Coking Australia                                                                  1,526         1,675            (9)
Thermal Australia                                                                 5,396         5,988           (10)
Thermal South Africa                                                              2,352         2,695           (13)
Prodeco                                                                           1,507         1,216             24
Cerrejón(1)                                                                         816           970           (16)
Coal total revenue                                                               11,597        12,544            (8)
Oil                                                                                 672           808           (17)
Energy products revenue – pro forma segmental measure                            12,269        13,352            (8)
Impact of presenting joint ventures on an equity accounting basis                 (816)         (970)           n.m.
Energy products revenue – reported measure                                       11,453        12,382            (8)
1 Represents the Group's share of revenue in this JV.

US$ million                                                                                                     2013    2012   Change %

Adjusted EBITDA
Coking Australia                                                                                                336     418        (20)
Thermal Australia                                                                                             1,268   1,745        (27)
Thermal South Africa                                                                                            693     854        (19)
Prodeco                                                                                                         343     159         116
Cerrejón1                                                                                                       299     419        (29)
Total coal                                                                                                    2,939   3,595        (18)                               
Adjusted EBITDA margin(2)                                                                                       28%     31%


Oil                                                                                                             439     488        (10)
Adjusted EBITDA margin                                                                                          65%     60%
Energy products Adjusted EBITDA – pro forma segmental measure                                                 3,378   4,083        (17)                                
Adjusted EBITDA margin(2)                                                                                       30%     33%
Impact of presenting joint ventures on an equity accounting basis                                             (253)   (247)
Energy products Adjusted EBITDA – reported measure                                                            3,125   3,836        (19)

Adjusted EBIT
Coking Australia                                                                                                181     301        (40)
Thermal Australia                                                                                               229     906        (75)
Thermal South Africa                                                                                            254     409        (38)
Prodeco                                                                                                         175       4        n.m.
Cerrejón(1)                                                                                                     109     262        (58)
Total coal                                                                                                      948   1,882        (50)
Oil                                                                                                             296     407        (27)
Energy products Adjusted EBIT – pro forma segmental measure                                                   1,244   2,289        (46)
Impact of presenting joint ventures on an equity accounting basis                                              (64)    (70)
Energy products Adjusted EBIT – reported measure                                                              1,180   2,219        (47)

1 Represents the Group's share of EBITDA/EBIT in this JV.
2 Coal EBITDA margin is calculated on the basis of Coal operating revenue, as set out in the preceding table.

US$ million                                                          2013    2012
Sustaining capex
Australia (thermal and coking)                                        355     949
Thermal South Africa                                                  182     213
Prodeco                                                                48      13        
Cerrejón(1)                                                           109      79
Total sustaining capex – pro forma segmental measure                  694   1,254
Impact of presenting joint ventures on an equity accounting basis   (109)    (79)
Total sustaining capex – reported measure                             585   1,175

Expansion capex
Australia (thermal and coking)                                      1,013   1,722
Thermal South Africa                                                  499     395
Prodeco                                                                41     282
Cerrejón(1)                                                           106     135
Total coal expansion capex                                          1,659   2,534
Oil                                                                 1,045     311
Total expansion capex – pro forma segmental measure                 2,704   2,845
Impact of presenting joint ventures on an equity accounting basis   (106)   (135)
Total expansion capex – reported measure                            2,598   2,710

Total capex
Australia (thermal and coking)                                      1,368   2,671
Thermal South Africa                                                  681     608
Prodeco                                                                89     295
Cerrejón(1)                                                           215     214
Total coal                                                          2,353   3,788
Oil                                                                 1,045     311
Total capex – pro forma segmental measure                           3,398   4,099
Impact of presenting joint ventures on an equity accounting basis   (215)   (214)
Total capex – reported measure                                      3,183   3,885

1 Represents the Group's share of capex in this JV.

Pro forma production data
Coal assets(1)
                                                                                                                       2013          2012       Change %

 Australian coking coal                                                                                      mt         7.3           6.9              6
 Australian semi-soft coal                                                                                   mt         4.5           4.3              5
 Australian thermal coal (export)                                                                            mt        48.1          43.7             10
 Australian thermal coal (domestic)                                                                          mt         5.1           5.1              -
 South African thermal coal (export)                                                                         mt        20.6          21.1            (2)
 South African thermal coal (domestic)                                                                       mt        22.9          24.7            (7)
 Prodeco                                                                                                     mt        18.6          14.8             26
 Cerrejón(2)                                                                                                 mt        11.0          11.6            (5)
 Total Coal department                                                                                       mt       138.1         132.2              4

1 Controlled industrial assets and JVs only. Production is on a 100% basis except for JVs, where the Group's attributable share of production is included.
2 The Group's pro-rata share of Cerrejón production (33.3%).

Oil assets
                                                                                                                        2013         2012      Change %

 Gross basis
 Equatorial Guinea                                                                                         kbbl       21,917       22,570           (3)
 Chad                                                                                                      kbbl          619            -          n.a.
 Total Oil department                                                                                      kbbl       22,536       22,570             -

 Glencore entitlement interest basis
 Equatorial Guinea                                                                                         kbbl        4,799        4,770             1
 Chad                                                                                                      kbbl          186            -          n.a.
 Total Oil department                                                                                      kbbl        4,985        4,770             5

Operating highlights
Coal
Total coal production was 138.1 million tonnes in 2013, a 4% increase over 2012. The increase mainly relates to the
growth projects at Prodeco and Australia thermal coal (specifically at Ravensworth North, Rolleston and Ulan
operations). Production in 2013 was affected by a number of decisions to cut back production at lower return
operations/areas in response to the low coal price environment.

Australian coking
Australia coking coal was 7.3 million tonnes in 2013, a 6% increase over 2012. The increase over 2012 relates mainly to
productivity improvements at Oaky Creek and the resolution of some operational issues that impacted 2012. Production
growth was impacted by decisions to counter the low coal price environment, including moving from dual longwall to a
single longwall operation at Oaky North and Collinsville being placed on care and maintenance, following an inability to
agree an appropriate enterprise agreement with the union.

Australian thermal and semi-soft
Australia thermal production (including semi-soft coking) was 57.7 million tonnes in 2013, an increase of 9% over
2012. The growth relates mainly to the successful ramp-ups attributable to the Ravensworth North, Rolleston and Ulan
expansion projects.

South African thermal
South Africa thermal coal production was 43.5 million tonnes in 2013, a reduction of 5% compared to 2012. This relates
mainly to proactively reducing production, including a decision not to produce bypass coal at Tweefontein, resulting in
reduced yields (but higher quality coal) and a decision not to reclaim dump material at Impunzi. Adverse ground
conditions, heavy rain, industrial action and some equipment delays also impacted production, particularly in Q4 2013.

Prodeco
Prodeco produced 18.6 million tonnes of coal in 2013, a 26% increase over 2012. The increase reflects the continuation
of the expansion project which is expected to increase production to c.21 million tonnes per annum, in line with the
capacity specified in the Puerto Nuevo port concession.
Puerto Nuevo ($550 million project, which completed on time and in budget) commenced loading on 13 April 2013 and is
operating at required capacity.

Cerrejón
Cerrejón produced 11.0 million tonnes of coal (Glencore's attributable share), 5% below 2012, predominantly due to the
impact of the 32 day strike in Q1 2013.

Oil
Oil E&P produced 22.5 million barrels of gross oil production during 2013, broadly in line with 2012. The 2013 production
includes the first year of production from Alen, Equatorial Guinea (from June 2013) and Badila, Chad (from September
2013), offset by an expected reduction at Aseng, Equatorial Guinea, as the field came off plateau. Q4 2013 was the
strongest quarter of the year by some margin.

Agricultural Products
Information in this section has been presented on the pro forma basis described in the
Financial Review section


Highlights
Adjusted EBITDA was $444 million, just 2% lower than 2012. This reflects a solid contribution from the acquired Viterra
assets, but an otherwise challenging marketing environment, characterised by tight old crop carry outs, adequate new
supplies, limited volatility and farmer retentions, sought to suppress earnings in Glencore's traditional marketing
businesses. H2 2013 saw a substantial improvement on H1 2013, with the halves contributing $318 million and $126
million respectively to the overall 2013 EBITDA.
Adjusted EBIT was $198 million, 47% lower than 2012, accounting for the higher depreciation charge in relation to the
Viterra assets.

Outlook
The record 2013 Canadian harvest is expected to positively benefit Viterra's Canadian grain handling business in 2014.

US$ million                                            Marketing       Industrial                       Marketing      Industrial
                                                      activities       activities           2013       activities      activities           2012
Revenue                                                   26,854            3,185         30,039           17,751           3,074         20,825
Adjusted EBITDA                                              383               61            444              394              59            453
Adjusted EBIT                                                198              (6)            192              371            (10)            361
Allocated average CE(1)(2)                                 7,446            2,566         10,012            6,046           2,188          8,234
Adjusted EBIT return on average CE                            3%               0%             2%               6%              0%             4%

1 The simple average of segment current and non-current capital employed (see note 2 of the financial statements and pro forma in respect of 2012),
  adjusted for production related inventories, is applied as a proxy for marketing and industrial activities respectively.
2 For the purposes of this calculation, capital employed has been adjusted to move logistics and storage related property, plant and equipment (including
  Viterra) from industrial activities into marketing activities.

Market conditions
Selected average commodity prices
                                                                                                             2013            2012           Change %

S&P GSCI Agriculture Index                                                                                    402             459               (12)
CBOT wheat price (US¢/bu)                                                                                     684             751                (9)
CBOT corn no.2 price (US¢/bu)                                                                                 578             695               (17)
CBOT soya beans (US¢/bu)                                                                                    1,407           1,466                (4)
ICE cotton price (US¢/lb)                                                                                      83              80                  4
NYMEX sugar # 11 price (US¢/lb)                                                                                17              22               (23)

Marketing
Highlights
Overall, the agricultural products market was challenging with limited volatility and arbitrage opportunities. Within this
environment, oilseed prices remained firm in H2 2013 buoyed by strong Chinese demand for soyabeans and a tight
supply / demand picture, particularly in the US. By contrast grain prices declined in response to record North American
and large EU crops. The prospect of a bumper Brazilian soyabean new crop may alleviate some of the oilseed tightness.
Our grain and oilseed volumes increased significantly, primarily as a result of the Viterra acquisition.
A record Canadian crop was positive for grain procurement and handling results, however a lack of railroad capacity
constrained volume growth. The Australian grain handling business performed satisfactorily, against a backdrop of a
good, but not as large as expected, South Australian crop.

All planned Viterra disposals completed during H2 2013, including the malt and pasta businesses.
The building of a joint venture export elevator in Newcastle, Australia continues as planned with completion expected in
March 2014. In addition, the first stage of a new oilseed export facility at Itaqui, Brazil is expected to be complete by July
2014.

Agricultural Products

Financial information
US$ million                                                                                                2013            2012        Change %
Revenue                                                                                                  26,854          17,751              51
Adjusted EBITDA                                                                                             383             394             (3)
Adjusted EBIT                                                                                               198             371            (47)

Selected marketing volumes sold
Million tonnes                                                                                             2013            2012        Change %
Grain                                                                                                      44.2            30.9              43
Oil/Oilseeds                                                                                               23.5            13.6              73
Cotton                                                                                                      0.5             0.5               -
Sugar                                                                                                       0.5             0.9            (44)

Industrial activities
Financial information
US$ million                                                                                                2013            2012        Change %
Revenue                                                                                                   3,185           3,074               4
Adjusted EBITDA                                                                                              61              59               3
Adjusted EBIT                                                                                               (6)            (10)            (40)
Adjusted EBITDA margin                                                                                        2               2
Sustaining capex                                                                                             49              92
Expansionary capex                                                                                           97             167
Total capex                                                                                                 146             259

Processing data
                                                                                                           2013            2012          Change
                                                                                                                                              %
Farming                                                                                       kt            883             674              31
Crushing                                                                                      kt          3,642           2,779              31
Long term toll agreement                                                                      kt            541             876            (38)
Biodiesel                                                                                     kt            624             534              17
Rice milling                                                                                  kt            273             248              10
Wheat milling                                                                                 kt          1,121           1,061               6
Sugarcane processing                                                                          kt          2,251           1,256              79                            
Total agricultural products(1)                                                                kt          9,335           7,428              26

1 Malt and Pasta (acquired by Glencore as part of the acquisition of Viterra) are excluded, as these businesses have now been sold and form no part of
  the business going forward.

Operating highlights
Agricultural products processed 9.3 million tonnes in 2013, 26% higher than 2012. The increase in volumes mainly
relates to the key expansion projects at Rio Vermelho and Timbues. Rio Vermelho crushed 2.3 million tonnes of
sugarcane in 2013, an increase of 79% over 2012, driven by the multi-year investment in processing capacity and
sugarcane planting, while Timbues, a new large-scale soyabean crushing plant in Argentina (in which Glencore is a large
minority investor) ramped up volumes during H2 2013, following receipt of export approvals in July 2013.

Consolidated Statement of (Loss)/Income
For the year ended 31 December 2013

US$ million                                                                                              Notes             2013              2012
                                                                                                                                      Restated(1)
Revenue                                                                                                                 232,694           214,436
Cost of goods sold                                                                                                    (227,145)         (210,435)
Selling and administrative expenses                                                                                     (1,206)             (997)
Share of income from associates and joint ventures                                                          10              846               367
Loss on sale of investments – net                                                                            3             (40)             (128)
Other expense – net                                                                                          4         (10,844)           (1,214)
Dividend income                                                                                                              39                17
Interest income                                                                                                             393               401
Interest expense                                                                                                        (1,781)           (1,371)
(Loss)/Income before income taxes                                                                                       (7,044)             1,076
Income tax (expense)/credit                                                                                  6            (254)                76
(Loss)/Income for the year                                                                                              (7,298)             1,152

Attributable to/(from):
Non-controlling interests                                                                                                   104               148
Equity holders                                                                                                          (7,402)             1,004

(Loss)/earnings per share:
Basic (US$)                                                                                                 17           (0.67)              0.14
Diluted (US$)                                                                                               17           (0.67)              0.14

1 Certain amounts shown here reflect the adoption of new and revised standards as detailed in note 1 and therefore do not correspond to the consolidated
  statement of income for the year ended 31 December 2012.

The accompanying notes are an integral part of the consolidated financial statements.

Consolidated Statement of Comprehensive
(Loss)/Income
For the year 2013

US$ million                                                                                              Notes              2013             2012
                                                                                                                                      Restated(1)
(Loss)/Income for the year                                                                                               (7,298)            1,152

Other comprehensive (loss)/income
Items not to be reclassified to the statement of income in subsequent periods:
Defined benefit plan actuarial gain/(loss), net of tax of $137 million
(2012: $2 million)                                                                                          23               326             (10)
Net items not to be reclassified to the statement of income in subsequent
periods:                                                                                                                     326             (10)
Items that are or may be reclassified to the statement of income in subsequent
periods:
Exchange loss on translation of foreign operations                                                                       (1,168)            (170)
Loss on cash flow hedges, net of tax of $48 million (2012: $nil)                                                           (287)             (93)
Share of comprehensive income from associates and joint ventures                                            10                26              221
Loss on available for sale financial instruments transferred to the statement of
income                                                                                                       5                 –            1,181
Cash flow hedges transferred to the statement of income, net of tax of $nil
(2012: $nil)                                                                                                                   1              297
Effect of foreign currency exchange differences transferred to the statement of
income                                                                                                                         –             (23)
Net items that are or may be reclassified to the statement of income in
subsequent periods:                                                                                                      (1,428)            1,413
Other comprehensive (loss)/income                                                                                        (1,102)            1,403
Total comprehensive (loss)/income                                                                                        (8,400)            2,555

Attributable to/(from):
Non-controlling interests                                                                                                    62                94
Equity holders                                                                                                           (8,462)            2,461

1 Certain amounts shown here reflect the adoption of new and revised standards as detailed in note 1 and therefore do not correspond to the consolidated
  statement of comprehensive income for the year ended 31 December 2012.

The accompanying notes are an integral part of the consolidated financial statements.

Consolidated Statement of Financial Position
As at 31 December 2013

US$ million                                                                                               Notes             2013              2012
                                                                                                                                       Restated(1)
Assets
Non-current assets
Property, plant and equipment                                                                                 7           67,507            23,623
Intangible assets                                                                                             8            9,053             2,207
Investments in associates and joint ventures                                                                 10           12,707            18,764
Other investments                                                                                            10              923             1,589
Advances and loans                                                                                           11            4,095             3,758
Deferred tax assets                                                                                           6            2,105             1,511
                                                                                                                          96,390            51,452
Current assets
Inventories                                                                                                  12           22,753            20,680
Accounts receivable                                                                                          13           24,536            24,902
Other financial assets                                                                                       27            2,904             2,650
Prepaid expenses and other assets                                                                                            578               235
Marketable securities                                                                                                         36                38
Cash and cash equivalents                                                                                    14            2,849             2,782
                                                                                                                          53,656            51,287
Asset held for sale                                                                                          15            4,886             2,825
                                                                                                                          58,542            54,112
Total assets                                                                                                             154,932           105,564
Equity and liabilities
Capital and reserves – attributable to equity holders
Share capital                                                                                                16              133                71
Reserves and retained earnings                                                                               16           49,824            31,068
                                                                                                                          49,957            31,139
Non-controlling interests                                                                                    33            3,192             3,034
Total equity                                                                                                              53,149            34,173

Non-current liabilities
Borrowings                                                                                                   20           38,724            19,028
Deferred income                                                                                              21            1,277               601
Deferred tax liabilities                                                                                      6            6,613             2,906
Other financial liabilities                                                                                  27            1,044                 –
Provisions                                                                                                   22            8,083             1,713
                                                                                                                          55,741            24,248
Current liabilities
Borrowings                                                                                                   20           16,461            16,498
Viterra asset acquirer loans                                                                                 15                –             2,580
Accounts payable                                                                                             24           26,041            23,533
Deferred income                                                                                              21              145               116
Provisions                                                                                                   22              264                69
Other financial liabilities                                                                                  27            2,366             3,388
Income tax payable                                                                                                           489               257
                                                                                                                          45,766            46,441
Liabilities held for sale                                                                                    15              276               702
                                                                                                                          46,042            47,143
Total equity and liabilities                                                                                             154,932           105,564

1 Certain amounts shown here reflect the adoption of new and revised standards as detailed in note 1 and for revisions to the previously reported fair
  values associated with the acquisitions made in 2012, which relates mainly to Viterra (see note 25), and therefore do not correspond to the consolidated
  statement of financial position for the year ended 31 December 2012.

The accompanying notes are an integral part of the consolidated financial statements.

Consolidated Statement of Cash Flows
For the year ended 31 December 2013

US$ million                                                                                              Notes              2013             2012
                                                                                                                                      Restated(1)
Operating activities
(Loss)/Income before income taxes                                                                                        (7,044)            1,076
Adjustments for:
Depreciation and amortisation                                                                                              4,049            1,473
Share of income from associates and joint ventures                                                                         (846)            (367)
Decrease in other long term liabilities                                                                                     (72)                –
Loss on sale of investments – net                                                                            3                40              128
Impairments                                                                                                  5             9,086            1,650
Other non-cash items – net                                                                                                 2,075            (148)
Interest expense – net                                                                                                     1,388              970
Cash generated by operating activities before working capital changes                                                      8,676            4,782
Working capital changes
Decrease in accounts receivable(2)                                                                                         4,188              720
Decrease/(increase) in inventories                                                                                         3,972          (1,611)
(Decrease)/increase in accounts payable(3)                                                                               (5,561)            1,618
Total working capital changes                                                                                              2,599              727
Income taxes paid                                                                                                          (593)            (344)
Interest received                                                                                                             91              206
Interest paid                                                                                                            (1,589)            (990)
Net cash generated by operating activities                                                                                 9,184            4,381
Investing activities
Decrease/(increase) in long term advances and loans                                                                          274            (203)
Net cash used in acquisition of subsidiaries                                                                25             1,209          (6,463)
Net cash received from disposal of subsidiaries                                                             25               744              281
Purchase of investments                                                                                                    (198)            (633)
Proceeds from sale of investments                                                                                             54               23
Purchase of property, plant and equipment                                                                                (8,390)          (2,970)
Capital expenditures related to assets held for sale                                                        15           (1,169)                –
Payments for exploration and evaluation                                                                                     (28)            (147)
Proceeds from sale of property, plant and equipment                                                                          258              112
Dividend received from associates and joint ventures                                                                         551              461
Net cash used by investing activities                                                                                    (6,695)          (9,539)

1 Certain amounts shown here reflect the adoption of new and revised standards as detailed in note 1 and therefore do not correspond to the consolidated
  statement of cash flow for the year ended 31 December 2012.
2 Includes movements in other financial assets, prepaid expenses, other assets and assets held for sale.
3 Includes movements in other financial liabilities, provisions, deferred income and liabilities held for sale.

The accompanying notes are an integral part of the consolidated financial statements.

Consolidated Statement of Cash Flows
For the year ended 31 December 2013

US$ million                                                                                           Notes             2013              2012
                                                                                                                                   Restated(1)
Financing activities(2)
Proceeds from issuance of capital market notes                                                           20            5,722             2,951
Proceeds from other non-current borrowings                                                               20                –               303
Repayment of other non-current borrowings                                                                20          (4,225)             (594)
Margin receipts in respect of financing related hedging activities                                                       167               176
Proceeds from Viterra asset acquirer loans                                                               25                –             2,580
(Repayment of)/proceeds from current borrowings                                                          20            (939)             3,463
Acquisition of additional interest in subsidiaries                                                                     (489)             (669)
Disposal of interest in subsidiary                                                                                         –                45
Return of capital /dividends to non-controlling interests                                                              (184)                 –
Proceeds from own shares                                                                                                  10                 –
Payment of profit participation certificates                                                             20            (422)             (554)
Dividend paid to equity holders of the parent                                                            18          (2,062)           (1,066)
Net cash (used)/generated by financing activities                                                                    (2,422)             6,635
 Increase in cash and cash equivalents                                                                                    67             1,477
Cash and cash equivalents, beginning of year                                                                           2,782             1,305
Cash and cash equivalents, end of year                                                                                 2,849             2,782

1 Certain amounts shown here reflect the adoption of new and revised standards as detailed in note 1 and therefore do not correspond to the consolidated
  statement of cash flow for the year ended 31 December 2012.
2 Presented net of directly attributable issuance costs where applicable.

The accompanying notes are an integral part of the consolidated financial statements.

Consolidated Statement of Changes of
Equity
For the year ended 31 December 2013

US$ million                    (Deficit)/        Share            Other            Own           Total          Share         Total            Non-         Total
                                 retained      premium         reserves         shares        reserves        capital        equity     controlling        equity
                                 earnings                     (Note 16)                            and                 attributable       interests
                                                                                            (deficit)/                    to equity       (Note 33)
                                                                                              retained                      holders
                                                                                              earnings
1 January 2012                      4,039       26,797          (1,640)              –          29,196             69        29,265           3,070        32,335
Impact of adoption of
IAS 192                             (117)            –                –              –           (117)              –         (117)               –         (117)
1 January 2012
(Restated(1))                       3,922       26,797          (1,640)              –          29,079             69        29,148           3,070        32,218
Income for the year                 1,004            –                –              –           1,004              –         1,004             148         1,152
Other comprehensive
income                                221            –            1,246              –           1,467              –         1,467            (54)         1,413
Impact of adoption of
IAS 19(2)                            (10)            –                –              –            (10)              –          (10)               –          (10)
Total comprehensive
income                              1,215            –            1,246              –           2,461              –         2,461              94         2,555
Issue of share capital                  –          957                –              –             957              2           959               –           959
Equity settled
share-based payments(3)               111            –                –              –             111              –           111               –           111
Change in ownership
interest in subsidiaries                –            –            (474)              –           (474)              –         (474)           (971)       (1,445)
Put option relating to
additional interest in
subsidiary                              –            –                –              –               –              –             –           (419)         (419)
Acquisition of
subsidiaries                            –            –                –              –               –              –             –           1,260         1,260
Dividend paid (note 18)                 –      (1,066)                –              –         (1,066)              –       (1,066)               –       (1,066)
31 December 2012
(Restated1)                         5,248       26,688            (868)              –          31,068             71        31,139           3,034        34,173

1 January 2013                      5,248       26,688            (868)              –          31,068             71        31,139           3,034        34,173
Loss for the year                 (7,402)            –                –              –         (7,402)              –       (7,402)             104       (7,298)
Other comprehensive
income/(loss)                         352            –          (1,412)              –         (1,060)              –       (1,060)            (42)       (1,102)
Total comprehensive
(loss)/income                     (7,050)            –          (1,412)              –         (8,462)              –       (8,462)              62       (8,400)
Issue of share capital(4)             383       30,073                –        (1,041)          29,415             62        29,477               –        29,477
Issue of share capital
related to employee
incentive programs                   (78)           78                –              –               –              –             –               –             –
Own share purchases                     –            –                –           (13)            (13)              –          (13)               –          (13)
Own share disposal                  (284)            –                –            287               3              –             3               –             3
Equity-settled
share-based expenses(3)                13            –                –              –              13              –            13               –            13
Change in ownership
interest in subsidiaries                –            –            (138)              –           (138)              –         (138)           (653)         (791)
Acquisition of
subsidiaries4                           –            –                –              –               –              –             –             933           933
Dividend paid (note 18)                 –      (2,062)                –              –         (2,062)              –       (2,062)           (184)       (2,246)
At 31 December 2013               (1,768)       54,777          (2,418)          (767)          49,824            133        49,957           3,192        53,149

1 Certain amounts shown here reflect the adoption of new and revised standards as detailed in note 1 and do not correspond to the consolidated statement
  of changes in equity as at 31 December 2012.
2 See note 23.
3 See note 19.
4 See note 25.

The accompanying notes are an integral part of the consolidated financial statements.

Notes to Financial Statements

1. ACCOUNTING POLICIES
Corporate information
Glencore Xstrata plc, formerly Glencore International plc, (the "Company" or the "Parent"), is a publicly traded limited
company incorporated in Jersey and domiciled in Switzerland. Its ordinary shares are traded on the London, Hong Kong
and Johannesburg stock exchanges and it is the ultimate parent entity of the Glencore Xstrata Group ("Glencore").

Glencore is a leading integrated producer and marketer of natural resources, with worldwide activities in the production,
refinement, processing, storage, transport and marketing of metals and minerals, energy products and agricultural
products. Glencore operates on a global scale, marketing and distributing physical commodities sourced from third party
producers and own production to industrial consumers, such as those in the automotive, steel, power generation, oil and
food processing industries. Glencore also provides financing, logistics and other services to producers and consumers of
commodities. In this regard, Glencore seeks to capture value throughout the commodity supply chain. Glencore's long
experience as a commodity producer and merchant has allowed it to develop and build upon its expertise in the
commodities which it markets and cultivate long-term relationships with a broad supplier and customer base across
diverse industries and in multiple geographic regions.

On 2 May 2013, Glencore completed its acquisition of the remaining 66% (which it did not previously own) of the issued
and outstanding equity of Xstrata plc ("Xstrata"), a leading global diversified mining group, for consideration of $29.5
billion. See note 25.

This preliminary announcement was authorised for issue in accordance with a Directors' resolution on 4 March 2014.

The unaudited financial information for the year ended 31 December 2013 and audited and restated financial information
for the year ended 31 December 2012 contained in this document does not constitute statutory accounts as defined in
Article 105 of Companies (Jersey) Law 1991. The financial information for the year ended 31 December 2013 has been
extracted from the financial statements of Glencore Xstrata plc which will be delivered to the Registrar in due course. The
audit report for 31 December 2013 is yet to be signed by the auditors.

Statement of compliance
The accounting policies adopted in this preliminary announcement are based on the Company's financial statements
which are prepared in accordance with:

-   International Financial Reporting Standards ("IFRS") and interpretations as adopted by the European Union ("EU")
    effective as of 31 December 2013; and
-   IFRS and interpretations as issued by the International Accounting Standards Board ("IASB") effective as of
    31 December 2013.

Critical accounting judgements and key sources of estimation
The preparation of the consolidated financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts of assets and liabilities as well as the disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting
period. Estimates and assumptions are continually evaluated and are based on historical experience and other factors,
including expectations of future events that are believed to be reasonable and relevant under the circumstances,
independent estimates, quoted market prices and common, industry standard modelling techniques. Actual outcomes
could result in a material adjustment to the carrying amount of assets or liabilities affected in future periods.

Glencore has identified the following areas as being critical to understanding Glencore's financial position as they require
management to make complex and/or subjective judgements, estimates and assumptions about matters that are
inherently uncertain:

Key judgements
In the process of applying Glencore's accounting policies, management has made the following judgements based on
the relevant facts and circumstances including macro-economic circumstances and, where applicable, interpretation of
underlying agreements, which have the most significant effect on the amounts recognised in the consolidated financial
statements.

Allocation of acquisition goodwill to cash generating units ("CGUs") (Notes 9 and 25)
The allocation of goodwill created as a result of a business combination is a significant judgement which is, in part,
impacted by the identification of synergies expected to be realised as a result of a business combination and allocating
those synergies to the cash generating units which are expected to benefit from the synergies. The allocation of goodwill
impacts the carrying value of CGUs and the associated assessment of impairment in connection with those CGUs. In
2013, the most significant judgements in respect of goodwill allocation related to the acquisition of Xstrata.

Determination of control of subsidiaries and joint arrangements
Judgement is required to determine when Glencore has control or joint control, which requires an assessment of the
relevant activities (those relating to the operating and capital decisions of the arrangement, such as: the approval of the
capital expenditure programme for each year, and appointing, remunerating and terminating the key management
personnel or service providers of the operations) and when the decisions in relation to those activities are under the
control of Glencore or require unanimous consent.

Judgement is also required in determining the classification of a joint arrangement between a joint venture or a joint
operation through an evaluation of the rights and obligations arising from the arrangement.

Differing conclusions around these judgements, may materially impact how these businesses are presented in the
consolidated financial statements – under the full consolidation method, equity method or proportionate consolidation
method.

Exploration and evaluation expenditure (Notes 7 and 30)
The application of Glencore's accounting policy for exploration and evaluation expenditure requires judgement to
determine whether future economic benefits are likely, from either future exploitation or sale, or whether activities have
not reached a stage that permits a reasonable assessment of the existence of reserves.

Performance and credit risk (Note 26)
The Group's global marketing operations expose it to performance and credit risks; these arise particularly in markets
demonstrating significant price volatility with limited liquidity and terminal markets and when global and / or regional
macroeconomic conditions are weak.

Continuously, but particularly during such times judgement is required to determine whether receivables, loans and
advances are recoverable and if contracted product deliveries will be received. Judgements about recoverability and
contractual performance may materially impact both non-current and current assets as recognised on the statement of
financial position.

Recognition of deferred tax assets (Note 6)
Deferred tax assets are recognised only to the extent it is considered probable that those assets will be recoverable. This
involves an assessment of when those deferred tax assets are likely to reverse, and a judgement as to whether there will
be sufficient taxable income available to offset the tax assets when they do reverse. These judgements are subject to
risk and uncertainty and therefore, to the extent assumptions regarding future profitability change, there can be a
material increase or decrease in the amounts recognised in the consolidated statement of income in the period in which
the change occurs. The recoverability of deferred tax assets including the estimates and assumptions contained therein
are reviewed regularly by management.

Key estimates and assumptions
In the process of applying Glencore's accounting policies, management has made key estimates and assumptions
concerning the future and other key sources of estimation uncertainty. The key assumptions and estimates at the
reporting date that have a significant impact on the financial position and the results of operations, are described below.
Actual results may differ from these estimates under different assumptions and conditions and may materially affect
financial results or the financial position reported in future periods.

Valuation of derivative instruments (Note 28)
Derivative instruments are carried at fair value and Glencore evaluates the quality and reliability of the assumptions and
data used to measure fair value in the three hierarchy levels, Level 1, 2 and 3, as prescribed by IFRS 13 Fair Value
Measurement. Fair values are determined in the following ways: externally verified via comparison to quoted market
prices in active markets (Level 1); by using models with externally verifiable inputs (Level 2); or by using alternative
procedures such as comparison to comparable instruments and/or using models with unobservable market inputs
requiring Glencore to make market based assumptions (Level 3). Level 3 inputs therefore include the highest level of
estimation uncertainty.

Depreciation and amortisation of mineral and petroleum rights, project development costs, plant and equipment and
intangible assets (Notes 7 and 8)

Mineral and petroleum rights, project development costs, certain plant and equipment and certain intangible assets are
depreciated/amortised using the Units of Production basis ("UOP"). The calculation of the UOP rate of
depreciation/amortisation, and therefore the annual charge to operations, can fluctuate from initial estimates. This could
generally result when there are significant changes in any of the factors or assumptions used in estimating mineral or
petroleum reserves and resources, notably changes in the geology of the reserves and resources and assumptions used
in determining the economic feasibility of the reserves. Such changes in reserves and resources could similarly impact
the useful lives of assets depreciated on a straight-line basis, where those lives are limited to the life of the project, which
in turn is limited to the life of the underlying reserves and resources. Estimates of proven and probable reserves and
resources are prepared by experts in extraction, geology and reserve determination. Assessments of UOP rates against
the estimated reserve and resource base and the operating and development plan are performed regularly.

Impairments (Notes 5, 7, 8, 9 and 10)
Investments in associates and joint ventures, other investments, advances and loans, property, plant and equipment and
intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying
value may not be fully recoverable or at least annually for goodwill and other indefinite life intangible assets. If an asset's
recoverable amount is less than the asset's carrying amount, an impairment loss is recognised in the consolidated
statement of income. Future cash flow estimates which are used to calculate the asset's fair value are discounted using
asset specific discount rates and are based on expectations about future operations, primarily comprising estimates
about production and sales volumes, commodity prices, reserves and resources, operating, rehabilitation and restoration
costs and capital expenditures. Changes in such estimates could impact recoverable values of these assets. Estimates
are reviewed regularly by management.

Provisions (Note 22)
The amount recognised as a provision, including tax, legal, contractual and other exposures or obligations, is the best
estimate of the consideration required to settle the related liability, including any related interest charges, taking into
account the risks and uncertainties surrounding the obligation. The Group assesses its liabilities and contingencies
based upon the best information available, relevant tax laws and other appropriate requirements. These provisions may
require settlement in future periods and as such may be materially impacted by the time value of money, the
determination of the appropriate risk adjusted discount rate to reflect time value of money is a source of estimation
uncertainty which could impact the carrying value of these provisions at the balance sheet date.

Restoration, rehabilitation and decommissioning costs (Note 22)
A provision for future restoration, rehabilitation and decommissioning costs requires estimates and assumptions to be
made around the relevant regulatory framework, the magnitude of the possible disturbance, the timing, extent and costs
of the required closure and rehabilitation activities and of the risk adjusted discount rates used to determine the present
value of the future cash outflows. To the extent that the actual future costs differ from these estimates, adjustments
will be recorded and the consolidated statement of income could be impacted. The provisions including the estimates
and assumptions contained therein are reviewed regularly by management.

Fair value measurements (Notes 9, 25, 26, 27 and 28)
In addition to recognising derivative instruments at fair value, as discussed above, an assessment of the fair value of
assets and liabilities is also required in accounting for other transactions, most notably, business combinations and
marketing inventories and disclosures related to fair values of financial assets and liabilities. In such instances, fair value
measurements are estimated based on the amounts for which the assets and liabilities could be exchanged at the
relevant transaction date or reporting period end, and are therefore not necessarily reflective of the likely cash flow upon
actual settlements. Where fair value measurements cannot be derived from publicly available information, they are
estimated using models and other valuation methods. To the extent possible, the assumptions and inputs used take into
account externally verifiable inputs. However, such information is by nature subject to uncertainty, particularly where
comparable market-based transactions rarely exist.

Adoption of new and revised Standards
In the current year, Glencore has applied a number of new and revised IFRS standards and interpretations which were
adopted as of 1 January 2013:

-   IFRS 10 – Consolidated Financial Statements ("IFRS 10")
-   IFRS 11 – Joint Arrangements ("IFRS 11")
-   IFRS 12 – Disclosure of Interest in Other Entities ("IFRS 12")
-   IAS 27 – Separate Financial Statements (2011) ("IAS 27")
-   IAS 28 – Investment in Associates and Joint Ventures ("IAS 28")
-   IFRS 13 – Fair Value Measurement ("IFRS 13")
-   IAS 19 – Employee Benefits ("IAS 19")
-   Amendments to IAS 1 – Presentation of Items in Other Comprehensive Income ("Amendments to IAS 1")
-   Amendments to IFRS 7 – Disclosure – Offsetting Financial Assets and Financial Liabilities ("Amendments to IFRS
    7")
-   Amendments to IAS 36 – Recoverable Amount Disclosures for Non-Financial Assets ("Amendments to IAS 36")
-   IFRIC 20 – Stripping Costs in the Production Phase of a Surface Mine ("IFRIC 20")

The nature and impact of the following new and revised IFRS standards and interpretations is described below.

IFRS 10, IFRS 11, IFRS 12, IAS 27 and IAS 28 (the "Consolidation Standards")
IFRS 10 provides a single basis for consolidation with a new definition of control based on having the power to direct the
relevant activities of the investee. IFRS 11 impacts the accounting for joint arrangements, defined as investments or
arrangements which are subject to joint control through contractually agreed sharing of control between two or more
parties. A joint arrangement is classified as either a joint operation or a joint venture, and the option to proportionately
consolidate joint ventures has been removed requiring them to be accounted for under the equity method whilst joint
operations are accounted for using the proportionate consolidation method. This is consistent with historical Glencore
policy under which investments in jointly controlled entities were accounted for using the equity method. IFRS 12 is a
new disclosure standard and is applicable to entities that have interests in subsidiaries, joint arrangements, associates
and/or unconsolidated structured entities. In general, the application of IFRS 12 has resulted in more extensive
disclosures in the consolidated financial statements (see notes 10, 33).

There were no changes in the accounting previously applied to the Glencore subsidiaries, investments and joint
arrangements as a result of the adoption of the Consolidation Standards. The adoption of the Consolidation Standards
required retrospective application.

IFRS 13
IFRS 13 establishes a single source of guidance for fair value measurements and their disclosures. The scope of IFRS
13 is broad; the fair value measurement requirements of IFRS 13 apply to both financial instrument items and non-
financial instrument items for which other IFRSs require or permit fair value measurements and disclosures about fair
value measurements, except for those items excluded from IFRS 13 as described in the Basis of preparation. IFRS 13
does not change when an entity is required to use fair value but rather provides guidance on how to measure fair value
under IFRS when fair value is required or permitted. IFRS 13 defines fair value as the price that would be received to sell
an asset or paid to transfer a liability in an orderly transaction in the principal (most advantageous) market at the
measurement date under current market conditions. Fair value under IFRS 13 is an 'exit price' regardless of whether that
price is directly observable or estimated using another valuation technique. The application of IFRS 13 has not materially
impacted the fair value measurements of Glencore. Additional disclosures where required, are provided in the individual
notes relating to the assets and liabilities whose fair values were determined. The fair value hierarchy is provided in note
28. IFRS13 required prospective application.

IAS 19 (2011)
IAS 19 requires all actuarial gains and losses to be recognised immediately in other comprehensive income (which
differs from Glencore's previous policy which applied the corridor method) and requires the expected return on plan
assets (recognised in the consolidated statement of income) to be calculated based on the rate used to discount the
defined benefit obligations.

Glencore applied the standard retrospectively in accordance with the transitional provisions and as a result recognised
$164 million of previously unrecognised actuarial losses as at 1 January 2012 ($176 million at 1 January 2013),
increasing the post-retirement benefits provision with a corresponding adjustment to shareholders' equity and an
associated deferred tax impact (see note 23). IAS 19 required retrospective application.

Amendments to IAS 1
The amendments to IAS 1 do not impact Glencore's financial statement balances however they impact the presentation
within the Statement of Comprehensive Income as Glencore is now required to classify components of other
comprehensive income based on whether they are or may eventually be recycled into income (e.g. currency translation
and cash flow hedging adjustments) versus those items that will never be recycled into income (e.g. actuarial gains and
losses on pension plans). The amendments to IAS 1 required retrospective application.

Amendments to IFRS 7
The amendments to IFRS 7 require disclosure of information about rights of offset and related arrangements (such as
collateral posting requirements) for financial instruments under an enforceable master netting or similar agreement.

Other than the additional disclosure, the application of amendments to IFRS 7 did not impact the amounts recognised in
the consolidated financial statements (see note 27). The amendments to IFRS 7 required retrospective application.

Amendments to IAS 36
The amendments to IAS 36 clarify the circumstances in which the recoverable amount of assets or cash-generating units
are required to be disclosed, clarify the disclosures required, and introduce an explicit requirement to disclose the
discount rate used in determining impairment (or reversals) where recoverable amount (based on fair value less costs of
disposal) is determined using a present value technique. Other than the additional disclosure, the application of
amendments to IAS 36 did not impact the amounts recognised in the consolidated financial statements (see note 5). The
amendments to IAS 36 required retrospective application.

IFRIC 20
IFRIC 20 provides a model for accounting for waste removal (stripping) costs incurred during the production phase of a
surface (open pit) mine. The model and related guidance requires the apportionment of the costs between those incurred
to obtain a current versus a future benefit and the capitalisation of the latter with the depreciation method to apply to
capitalised stripping costs.

The Group operates open pit mines at a number of its existing operations. Upon adoption of IFRIC 20, there were no
significant changes in the balances previously recognised.

New and revised Standards not yet effective
At the date of authorisation of these consolidated financial statements, the following new and revised standards and
interpretations applicable to Glencore were issued but not yet effective:

-   IFRS 9 – Financial Instruments: IFRS 9 modifies the classification and measurement of certain classes of financial
    assets and liabilities. The most significant change is to rationalise from four to two primary categories of financial
    assets.
-   Amendments to IAS 32 – Offsetting Financial Assets and Liabilities: The amendments to IAS 32 clarify the
    requirements relating to the offset of financial assets and liabilities. Specifically, the amendments clarify the meaning
    of "currently has a legally enforceable right to set-off" and "simultaneous realisation and settlement".
-   Amendments to IAS 39 – Novation of Derivatives and Continuation of Hedge Accounting: The amendments to IAS
    39 clarify the criteria required to be met such that there would be no need to discontinue hedge accounting if a
    hedging derivative was novated.

The Directors are currently evaluating the impact these new standards may have on the financial statements of
Glencore.

Basis of preparation
The financial statements are prepared under the historical cost convention except for the revaluation of certain financial
assets, liabilities and marketing inventories that are measured at revalued amounts or fair values at the end of each
reporting period as explained in the accounting policies below. Historical cost is generally based on the fair value of the
consideration given in exchange for goods and services. The principal accounting policies adopted are set out below.

The Directors have assessed that the financial statements be prepared on a going concern basis after their consideration
of the Group's budgeted cash flows and related assumptions, including appropriate stress testing thereof, key risks and
uncertainties, undrawn debt facilities, debt maturity review and in accordance with the Going Concern and Liquidity
Guidance for Directors of UK Companies 2009 published by the Financial Reporting Council. Further information on
Glencore's objectives, policies and processes for managing its capital and financial risks are detailed in note 26.

All amounts are expressed in millions of United States Dollars, unless otherwise stated, consistent with the predominant
functional currency of Glencore's operations.

Principles of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities (including
structured entities) controlled by the Company and its subsidiaries.

Control is achieved when Glencore is exposed, or has rights, to variable returns from its involvement with the investee
and has the ability to affect those returns through its power over the investee. Specifically, Glencore controls an investee
if, and only if, Glencore has all of the following:

-   power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the
    investee);
-   exposure, or rights, to variable returns from its involvement with the investee; and
-   the ability to use its power over the investee to affect its returns.

When Glencore has less than a majority of the voting rights of an investee or similar rights of an investee, it considers all
relevant facts and circumstances in assessing whether it has power over the investee including:

-   the size of Glencore's holding of voting rights relative to the size and dispersion of holdings of the other vote holders;
-   potential voting rights held by Glencore, other vote holders or other parties;
-   rights arising from other contractual arrangements; and
-   any additional facts and circumstances that indicate that Glencore has, or does not have, the current ability to direct
    the relevant activities at the time that decisions need to be made, including voting patterns at previous shareholders'
    meetings.

The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are
changes to one or more of the three elements of control listed above. Consolidation of a subsidiary begins when
Glencore obtains control over the subsidiary and ceases when Glencore loses control of the subsidiary. Specifically,
income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated statement
of income and other comprehensive income from the date Glencore gains control until the date when Glencore ceases to
control the subsidiary.

Profit or loss and each component of other comprehensive income are attributed to the owners of the Company and to
the non-controlling interests. Total comprehensive income of subsidiaries is attributed to the owners of the Company and
to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into
line with the Group's accounting policies. All intragroup assets and liabilities, equity, income, expenses and cash flows
relating to transactions between members of the Group are eliminated in full on consolidation.

Changes in Glencore's interests in subsidiaries that do not result in a loss of control are accounted for as equity
transactions with any difference between the amount by which the non-controlling interests are adjusted and the fair
value of the consideration paid or received being recognised directly in equity and attributed to equity holders of
Glencore.

When Glencore loses control of a subsidiary, a gain or loss is recognised in the consolidated statement of income and is
calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of
any retained interest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities of the
subsidiary and any non-controlling interests. All amounts previously recognised in other comprehensive income in
relation to that subsidiary are accounted for as if Glencore had directly disposed of the related assets or liabilities of the
subsidiary (i.e. reclassified to profit or loss or transferred to another category of equity as specified/permitted by
applicable IFRSs). The fair value of any investment retained in the former subsidiary at the date when control is lost is
regarded as the fair value on initial recognition for subsequent accounting under IAS 39, when applicable, or the cost on
initial recognition of an investment in an associate or a joint venture.

Investments in associates and joint ventures
Associates and jointly ventures (together Associates) in which Glencore exercises significant influence or joint control are
accounted for using the equity method. Significant influence is the power to participate in the financial and operating
policy decisions of the investee but is not control or joint control over those policies. Significant influence is presumed if
Glencore holds between 20% and 50% of the voting rights, unless evidence exists to the contrary. A joint venture is a
joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the joint
arrangement. Joint control is the contractually agreed sharing of control over an arrangement, which exists only when
decisions about relevant strategic and/or key operating decisions require unanimous consent of the parties sharing
control.

Equity accounting involves Glencore recording its share of the Associate's net income and equity. Glencore's interest in
an Associate is initially recorded at cost and is subsequently adjusted for Glencore's share of changes in net assets of
the Associate, less any impairment in the value of individual investments. Where Glencore transacts with an Associate,
unrealised profits and losses are eliminated to the extent of Glencore's interest in that Associate.

Changes in Glencore's interests in Associates are accounted for as a gain or loss on disposal with any difference
between the amount by which the carrying value of the Associate is adjusted and the fair value of the consideration
received being recognised directly in the consolidated statement of income.

Joint operations
A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the
assets, and obligations for the liabilities, relating to the arrangement.

When Glencore undertakes its activities under joint operations, Glencore applies the proportionate consolidation method
and recognises:

-   its assets, including its share of any assets held jointly;
-   its liabilities, including its share of any liabilities incurred jointly;
-   its revenue from the sale of its share of the output arising from the joint operation;
-   its share of the revenue from the sale of the output by the joint operation; and
-   its expenses, including its share of any expenses incurred jointly.

The Group accounts for the assets, liabilities, revenues and expenses relating to its interest in a joint operation in
accordance with the IFRSs applicable to the particular assets, liabilities, revenues and expenses.

Where Glencore transacts with a joint operation, unrealised profits and losses are eliminated to the extent of Glencore's
interest in that joint operation.

Business combinations and goodwill
Acquisitions of subsidiaries and businesses are accounted for using the acquisition method of accounting. The cost of
the acquisition is measured at fair value, which is calculated as the sum of the acquisition date fair values of the assets
transferred, liabilities incurred to the former owners of the acquiree and the equity interests issued in exchange for
control of the acquiree. The identifiable assets, liabilities and contingent liabilities ("identifiable net assets") are
recognised at their fair value at the date of acquisition. Acquisition related costs are recognised in the consolidated
statement of income as incurred.

Where a business combination is achieved in stages, Glencore's previously held interests in the acquired entity are
remeasured to fair value at the acquisition date (i.e. the date Glencore attains control) and the resulting gain or loss, if
any, is recognised in the consolidated statement of income.

Where the fair value of consideration transferred for a business combination exceeds the fair values attributable to
Glencore's share of the identifiable net assets, the difference is treated as purchased goodwill.

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of
impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to the CGUs that
are expected to benefit from the synergies of the combination. CGUs to which goodwill has been allocated are tested for
impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable
amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the
carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the
carrying amount of each asset in the unit. Any impairment loss for goodwill is recognised directly in profit or loss. An
impairment loss recognised for goodwill is not able to be reversed in subsequent periods.

On disposal of the relevant CGU, the attributable amount of goodwill is included in the determination of the profit or loss
on disposal.

If the initial accounting for a business combination is incomplete by the end of the reporting period in which the
combination occurs, Glencore reports provisional amounts for the items for which the accounting is incomplete. Those
provisional amounts are adjusted for additional information obtained during the 'measurement period' (which cannot
exceed one year from the acquisition date) about facts and circumstances that existed at the acquisition date that, if
known, would have affected the amounts recognised at that date.

Non-controlling interests that are present ownership interests and entitle their holders to a proportionate share of the
entity's net assets in the event of liquidation may be initially measured either at fair value or at the non-controlling
interests' proportionate share of the recognised amounts of the acquiree's identifiable net assets. The choice of
measurement basis is made on a transaction-by-transaction basis. Other types of non-controlling interests are measured
at fair value or, when applicable, on the basis specified in another IFRS.

Similar procedures are applied in accounting for the purchases of interests in Associates. Any goodwill arising from such
purchases is included within the carrying amount of the investment in Associates, but not amortised thereafter. Any
excess of Glencore's share of the net fair value of the Associate's identifiable net assets over the cost of the investment
is included in the consolidated statement of income in the period of the purchase.

Non-current assets held for sale and disposal groups
Non-current assets and assets and liabilities included in disposal groups are classified as held for sale if their carrying
amount will be recovered principally through a sale transaction rather than through continuing use, they are available for
immediate disposal and the sale is highly probable. Non-current assets held for sale are measured at the lower of their
carrying amount or fair value less costs to sell.

Revenue recognition
Revenue is recognised when Glencore has transferred to the buyer all significant risks and rewards of ownership of the
assets sold. Revenue excludes any applicable sales taxes and is recognised at the fair value of the consideration
received or receivable to the extent that it is probable that economic benefits will flow to Glencore and the revenues and
costs can be reliably measured. In most instances sales revenue is recognised when the product is delivered to the
destination specified by the customer, which is typically the vessel on which it is shipped, the destination port or the
customer's premises.

For certain commodities, the sales price is determined on a provisional basis at the date of sale as the final selling price
is subject to movements in market prices up to the date of final pricing, normally ranging from 30 to 90 days after initial
booking. Revenue on provisionally priced sales is recognised based on the estimated fair value of the total consideration
receivable. The revenue adjustment mechanism embedded within provisionally priced sales arrangements has the
character of a commodity derivative. Accordingly, the fair value of the final sales price adjustment is re-estimated
continuously and changes in fair value are recognised as an adjustment to revenue. In all cases, fair value is estimated
by reference to forward market prices.

Royalty, interest and dividend income is recognised when the right to receive payment has been established, it is
probable that the economic benefits will flow to Glencore and the amount of income can be measured reliably. Royalty
revenue is recognised on an accrual basis in accordance with the substance of the relevant agreement. Interest income
is accrued on a time basis, by reference to the principal outstanding and the applicable effective interest rate.

Foreign currency translation
Glencore's reporting currency and the functional currency of the majority of its operations is the US dollar as this is
assessed to be the principal currency of the economic environment in which it operates.

Foreign currency transactions
Transactions in foreign currencies are converted into the functional currency of each entity using the exchange rate
prevailing at the transaction date. Monetary assets and liabilities outstanding at year end are converted at year end rates.
The resulting exchange differences are recorded in the consolidated statement of income.

Translation of financial statements
For the purposes of consolidation, assets and liabilities of group companies whose functional currency is in a currency
other than the U.S. Dollar are translated into U.S. Dollars using year end exchange rates, while their statements of
income are translated using average rates of exchange for the year.

Goodwill and fair value adjustments arising from the acquisition of a foreign operation are treated as assets and liabilities
of the foreign operation and are translated at the closing rate. Translation adjustments are included as a separate
component of shareholders' equity and have no consolidated statement of income impact to the extent that no disposal
of the foreign operation has occurred.

Borrowing costs
Borrowing costs are expensed as incurred except where they relate to the financing of construction or development of
qualifying assets in which case they are capitalised up to the date when the qualifying asset is ready for its intended use.

Retirement benefits
Glencore operates various pension schemes in accordance with local requirements and practices of the respective
countries. The annual costs for defined contribution plans that are funded by payments to separate trustee administered
funds or insurance companies equal the contributions that are required under the plans and accounted for as an
expense.

Glencore uses the Projected Unit Credit Actuarial method to determine the present value of its defined benefit obligations
and the related current service cost and, where applicable, past service cost. Net interest is calculated by applying the
discount rate at the beginning of the period to the net defined benefit liability or asset.

The cost of providing pensions is charged to the consolidated statement of income so as to recognise current and past
service costs, interest cost on defined benefit obligations, and the effect of any curtailments or settlements, net of
expected returns on plan assets. Actuarial gains and losses are recognised directly in other comprehensive income and
will not be reclassified to the consolidated statement of income. The retirement benefit obligation recognised in the
consolidated statement of financial position represents the actual deficit or surplus in Glencore's defined benefit plans.

Any surplus resulting from this calculation is limited to the present value of any economic benefits available in the form of
refunds from the plans or reductions in future contributions to the plans.

Glencore also provides post-retirement healthcare benefits to certain employees in Canada, South Africa and the United
States. These are accounted for in a similar manner to the defined benefit pension plans, however are unfunded.

Share-based payments
Equity-settled share-based payments
Equity-settled share-based payments are measured at the fair value of the awards based on the market value of the
shares at the grant date. Fair value excludes the effect of non-market based vesting conditions. The fair value is charged
to the consolidated statement of income and credited to retained earnings on a straight-line basis over the period the
estimated awards are expected to vest.

At each balance sheet date, the Company revises its estimate of the number of equity instruments expected to vest as a
result of the effect of non-market-based vesting conditions. The impact of the revision of the original estimates, if any, is
recognised in the consolidated statement of income such that the cumulative expense reflects the revised estimate, with
a corresponding adjustment to retained earnings.

Cash-settled share-based payments
For cash-settled share-based payments, a liability is initially recognised at fair value based on the estimated number of
awards that are expected to vest, adjusting for market and non-market based performance conditions. Subsequently, at
each reporting period until the liability is settled, it is remeasured to fair value with any changes in fair value recognised in
the consolidated statement of income.

Income taxes
Income taxes consist of current and deferred income taxes. Current taxes represent income taxes expected to be
payable based on enacted or substantively enacted tax rates at the period end on expected current taxable income, and
any adjustment to tax payable in respect of previous years. Deferred taxes are recognised for temporary differences
between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used
in the computation of taxable income, using enacted or substantively enacted income tax rates which are expected to be
effective at the time of reversal of the underlying temporary difference. Deferred tax assets and unused tax losses are
only recognised to the extent that their recoverability is probable. Deferred tax assets are reviewed at reporting period
end and amended to the extent that it is no longer probable that the related benefit will be realised. To the extent that a
deferred tax asset not previously recognised but which subsequently fulfils the criteria for recognition, an asset is then
recognised.

Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same authority and Glencore
has both the right and the intention to settle its current tax assets and liabilities on a net or simultaneous basis. The tax
effect of certain temporary differences is not recognised principally with respect to the initial recognition of an asset or
liability (other than those arising in a business combination or in a manner that initially impacted accounting or taxable
profit) and temporary differences relating to investments in subsidiaries and Associates to the extent that Glencore can
control the timing of the reversal of the temporary difference and it is probable the temporary difference will not reverse in
the foreseeable future. Deferred tax is provided in respect of fair value adjustments on acquisitions. These adjustments
may relate to assets such as extraction rights that, in general, are not eligible for income tax allowances.

Current and deferred tax are recognised as an expense or income in the consolidated statement of income, except when
they relate to items that are recognised outside the consolidated statement of income (whether in other comprehensive
income or directly in equity) or where they arise from the initial accounting for a business combination.

Royalties, extraction taxes and other levies/taxes are treated as taxation arrangements when they have the
characteristics of an income tax including being imposed and determined in accordance with regulations established by
the respective government's taxation authority and the amount payable is based on taxable income – rather than
physical quantities produced or as a percentage of revenues – after adjustment for temporary differences. For such
arrangements, current and deferred tax is provided on the same basis as described above for other forms of taxation.

Obligations arising from royalty arrangements that do not satisfy these criteria are recognised as current provisions and
included in cost of goods sold.

Exploration and evaluation expenditure
Exploration and evaluation expenditure relates to costs incurred in the exploration and evaluation of potential mineral and
petroleum resources and includes costs such as researching and analysing historical exploration data, exploratory
drilling, trenching, sampling and the costs of pre-feasibility studies. Exploration and evaluation expenditure for each area
of interest, other than that acquired from another entity, is charged to the consolidated statement of income as incurred
except when the expenditure is expected to be recouped from future exploitation or sale of the area of interest and it is
planned to continue with active and significant operations in relation to the area, or at the reporting period end, the
activity has not reached a stage which permits a reasonable assessment of the existence of commercially recoverable
reserves, in which case the expenditure is capitalised. Purchased exploration and evaluation assets are recognised at
their fair value at acquisition.

Capitalised exploration and evaluation expenditure is recorded as a component of mineral and petroleum rights in
property, plant and equipment.

As the capitalised exploration and evaluation expenditure asset is not available for use, it is not depreciated. All
capitalised exploration and evaluation expenditure is monitored for indications of impairment. Where a potential
impairment is indicated, an assessment is performed for each area of interest or at the CGU level. To the extent that
capitalised expenditure is not expected to be recovered it is charged to the consolidated statement of income.

Administration costs that are not directly attributable to a specific exploration area are charged to the consolidated
income statement. Licence costs paid in connection with a right to explore in an existing exploration area are capitalised
and amortised over the term of the permit.

Development expenditure
When commercially recoverable reserves are determined and such development receives the appropriate approvals,
capitalised exploration and evaluation expenditure is transferred to construction in progress. All subsequent development
expenditure is capitalised and classified as construction in progress, provided commercial viability conditions continue to
be satisfied. Proceeds from the sale of ore extracted during the development phase are netted against development
expenditure. Upon completion of development and commencement of production, capitalised development costs are
transferred as required to either mineral and petroleum rights or deferred mining costs and depreciated using the unit of
production method (UOP).

Property, plant and equipment
Property, plant and equipment are stated at cost, being the fair value of the consideration given to acquire or construct
the asset, including directly attributable costs required to bring the asset to the location or to a condition necessary for
operation and the direct cost of dismantling and removing the asset, less accumulated depreciation and any accumulated
impairment losses.

Property, plant and equipment are depreciated to their estimated residual value over the estimated useful life of the
specific asset concerned, or the estimated remaining life of the associated mine ("LOM"), field or lease.

Depreciation commences when the asset is available for use. The major categories of property, plant and equipment are
depreciated / amortised on a UOP and/or straight-line basis as follows:

Buildings                             10-45 years
Freehold land                         not depreciated
Plant and equipment                   3-30 years/UOP
Mineral rights and petroleum rights   UOP
Deferred mining costs                 UOP

Assets under finance leases, where substantially all the risks and rewards of ownership transfer to the Group as lessee,
are capitalised and amortised over their expected useful lives on the same basis as owned assets or, where shorter, the
term of the relevant lease. All other leases are classified as operating leases, the expenditures for which are charged
against income over the accounting periods covered by the lease term.

Biological assets
Biological assets are carried at their fair value less estimated selling costs. Any changes in fair value less estimated
selling costs are included in the consolidated statement of income in the period in which they arise.

Deferred stripping costs
Stripping costs incurred in the development of a mine (or pit) before production commences are capitalised as part of the
cost of constructing the mine (or pit) and subsequently amortised over the life of the mine (or pit) on a UOP basis.

Production stripping costs related to accessing an identifiable component of the ore body to realise benefits in the form of
improved access to ore to be mined in the future (stripping activity asset), are capitalised within mineral properties
provided all the following conditions are met:

(a) it is probable that the future economic benefit associated with the stripping activity will be realised;
(b) the component of the ore body for which access has been improved can be identified; and
(c) the costs relating to the stripping activity associated with the improved access can be reliably measured.

If all of the criteria are not met, the production stripping costs are charged to the consolidated statement of income as
they are incurred.

The stripping activity asset is subsequently depreciated on a UOP basis over the life of the identified component of the
ore body that became more accessible as a result of the stripping activity and is then stated at cost less accumulated
depreciation and any accumulated impairment losses.

Mineral and petroleum rights
Mineral and petroleum reserves, resources and rights (together Mineral Rights) which can be reasonably valued, are
recognised in the assessment of fair values on acquisition. Mineral Rights for which values cannot be reasonably
determined are not recognised. Exploitable Mineral Rights are amortised using the UOP basis over the commercially
recoverable reserves and, in certain circumstances, other mineral resources. Mineral resources are included in
amortisation calculations where there is a high degree of confidence that they will be extracted in an economic manner.

Restoration, rehabilitation and decommissioning
Restoration, rehabilitation and decommissioning costs arising from the installation of plant and other site preparation
work, discounted using a risk adjusted discount rate to their net present value, are provided for and capitalised at the
time such an obligation arises. The costs are charged to the consolidated statement of income over the life of the
operation through depreciation of the asset and the unwinding of the discount on the provision.

Costs for restoration of subsequent site disturbance, which is created on an ongoing basis during production, are
provided for at their net present values and charged to the consolidated statement of income as extraction progresses.

Changes in the estimated timing of the rehabilitation or changes to the estimated future costs are accounted for
prospectively by recognising an adjustment to the rehabilitation liability and a corresponding adjustment to the asset to
which it relates, provided the reduction in the provision is not greater than the depreciated capitalised cost of the related
asset, in which case the capitalised cost is reduced to nil and the remaining adjustment recognised in the consolidated
statement of income. In the case of closed sites, changes to estimated costs are recognised immediately in the
consolidated statement of income.

Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired
in a business combination is their fair value at the date of acquisition. Following initial recognition intangible assets are
carried at cost less any accumulated amortisation (calculated on a straight-line basis over their useful lives) and
accumulated impairment losses, if any.

Internally generated intangibles are not capitalised. Instead, the related expenditure is recognised in the consolidated
statement of income and other comprehensive income in the period in which the expenditure is incurred.

Identifiable intangible assets with a finite life are amortised on a straight-line basis over their expected useful life. The
amortisation method and period are reviewed annually and impairment testing is undertaken when circumstances
indicate the carrying amount may not be recoverable. Other than goodwill which is not depreciated, Glencore has no
identifiable intangible assets with an indefinite life.

The major categories of intangibles are amortised on a straight-line basis as follows:

Port allocation rights              30-40 years   
Future warehousing fees             5-10 years    
Licences, trademarks and software   3-20 years    
Royalty arrangements                30-40 years   
Acquired offtake arrangements       5-10 years    

Other investments
Equity investments, other than investments in Associates, are recorded at fair value unless such fair value is not reliably
determinable in which case they are carried at cost. Changes in fair value are recorded in the consolidated statement of
income unless they are classified as available for sale, in which case fair value movements are recognised in other
comprehensive income and are subsequently recognised in the consolidated statement of income when realised by sale
or redemption, or when a reduction in fair value is judged to be a significant or prolonged decline.

Impairment
Glencore conducts, at least annually, an internal review of asset values which is used as a source of information to
assess for any indications of impairment. Formal impairment tests are carried out, at least annually, for cash generating
units containing goodwill and for all other non-current assets when events or changes in circumstances indicate the
carrying value may not be recoverable.

A formal impairment test involves determining whether the carrying amounts are in excess of their recoverable amounts.

An asset's recoverable amount is determined as the higher of its fair value less costs to sell and its value in use. Such
reviews are undertaken on an asset-by-asset basis, except where assets do not generate cash flows independent of
other assets, in which case the review is undertaken at the CGU level.

If the carrying amount of an asset exceeds its recoverable amount, an impairment loss is recorded in the consolidated
statement of income to reflect the asset at the lower amount.

An impairment loss is reversed in the consolidated statement of income if there is a change in the estimates used to
determine the recoverable amount since the prior impairment loss was recognised. The carrying amount is increased to
the recoverable amount but not beyond the carrying amount net of depreciation or amortisation which would have arisen
if the prior impairment loss had not been recognised. Goodwill impairments and impairments of available for sale equity
investments cannot be subsequently reversed.

Provisions
Provisions are recognised when Glencore has a present obligation (legal or constructive), as a result of past events, and
it is probable that an outflow of resources embodying economic benefits that can be reliably estimated will be required to
settle the liability.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at
the balance sheet date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is
measured using the cash flow estimated to settle the present obligation, its carrying amount is the present value of those
cash flows (when the effect of the time value of money is material).

Onerous contracts
An onerous contract is considered to exist where Glencore has a contract under which the unavoidable costs of meeting
the obligations under the contract exceed the economic benefits expected to be received from the contract. Present
obligations arising under onerous contracts are recognised and measured as provisions.

Unfavourable contracts
An unfavourable contract is considered to exist when Glencore, in a business combination, acquires a contract under
which the terms of the contract require Glencore to sell products or purchase services on terms which are economically
unfavourable compared to current market terms at the time of the business combination. Unfavourable contracts are
recognised at the present value of the economic loss and amortised into income over the term of the contract.

Inventories
The vast majority of marketing inventories are valued at fair value less costs to sell with the remainder valued at the
lower of cost or net realisable value. Unrealised gains and losses from changes in fair value are reported in cost of goods
sold.

Production inventories are valued at the lower of cost or net realisable value. Cost is determined using the first-in-first-out
("FIFO") or the weighted average method and comprises material costs, labour costs and allocated production related
overhead costs. Financing and storage costs related to inventory are expensed as incurred.

Cash and cash equivalents
Cash and cash equivalents comprise cash held at bank, cash in hand and short-term bank deposits with an original
maturity of three months or less. The carrying amount of these assets approximates their fair value.

Financial instruments
Financial assets are classified as either financial assets at fair value through profit or loss, loans and receivables, held-to-
maturity investments or available for sale financial assets depending upon the purpose for which the financial assets
were acquired. Financial assets are initially recognised at fair value on the trade date, including, in the case of
instruments not recorded at fair value through profit or loss, directly attributable transaction costs. Subsequently, financial
assets are carried at fair value (other investments, derivatives and marketable securities) or amortised cost less
impairment (accounts receivable and advances and loans). Financial liabilities other than derivatives are initially
recognised at fair value of consideration received net of transaction costs as appropriate and subsequently carried at
amortised cost.

Convertible bonds
At the date of issue, the fair value of the liability component is determined by discounting the contractual future cash
flows using a market rate for a similar non-convertible instrument. The liability component is recorded as a liability on an
amortised cost basis using the effective interest method. The equity component is recognised as the difference between
the fair value of the proceeds as a whole and the fair value of the liability component and it is not subsequently
remeasured. On conversion, the liability is reclassified to equity and no gain or loss is recognised in the consolidated
statement of income and upon expiry of the conversion rights, any remaining equity portion will be transferred to retained
earnings.

Own shares
The cost of purchases of own shares are deducted from equity. Where they are purchased, issued to employees or sold,
no gain or loss is recognised in the consolidated statement of income. Such gains and losses are recognised directly in
equity. Any proceeds received on disposal of the shares or transfers to employees are recognised in equity.

Derivatives and hedging activities
Derivative instruments, which include physical contracts to sell or purchase commodities that do not meet the own use
exemption, are initially recognised at fair value when Glencore becomes a party to the contractual provisions of the
instrument and are subsequently remeasured to fair value at the end of each reporting period. Fair values are
determined using quoted market prices, dealer price quotations or using models and other valuation techniques, the key
inputs for which include current market and contractual prices for the underlying instrument, time to expiry, yield curves,
volatility of the underlying instrument and counterparty risk.

Gains and losses on derivative instruments for which hedge accounting is not applied, other than the revenue adjustment
mechanism embedded within provisionally priced sales, are recognised in cost of goods sold.

Those derivatives qualifying and designated as hedges are either (i) a Fair Value Hedge of the change in fair value of a
recognised asset or liability or an unrecognised firm commitment, or (ii) a Cash Flow Hedge of the change in cash flows
to be received or paid relating to a recognised asset or liability or a highly probable transaction.

A change in the fair value of derivatives designated as a Fair Value Hedge is reflected together with the change in the
fair value of the hedged item in the consolidated statement of income.

A change in the fair value of derivatives designated as a Cash Flow Hedge is initially recognised as a cash flow hedge-
reserve in shareholders' equity. The deferred amount is then released to the consolidated statement of income in the
same periods during which the hedged transaction affects the consolidated statement of income. Hedge ineffectiveness
is recorded in the consolidated statement of income when it occurs.

When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any
cumulative gain or loss existing in equity at that time remains in shareholders' equity and is recognised in the
consolidated statement of income when the committed or forecast transaction is ultimately recognised in the
consolidated statement of income. However, if a forecast or committed transaction is no longer expected to occur, the
cumulative gain or loss that was recognised in equity is immediately transferred to the consolidated statement of income.

A derivative may be embedded in a "host contract". Such combinations are known as hybrid instruments and at the date
of issuance, the embedded derivative is separated from the host contract and accounted for as a stand-alone derivative if
the criteria for separation are met. The host contract is accounted for in accordance with its relevant accounting policy.

2. SEGMENT INFORMATION
Glencore is organised and operates on a worldwide basis in three core business segments – metals and minerals,
energy products and agricultural products, with each business segment responsible for the marketing, sourcing, hedging,
logistics and industrial investment activities of their respective products and reflecting the structure used by Glencore's
management to assess the performance of Glencore.

The business segments' contributions to the Group are primarily derived from the net margin or premium earned from
physical marketing activities (net sale and purchase of physical commodities), provision of marketing and related value-
add services and the margin earned from industrial asset activities (net resulting from the sale of physical commodities
over the cost of production and/or cost of sales) and comprise the following underlying key commodities:

-   Metals and minerals: Zinc, copper, lead, alumina, aluminium, ferro alloys, nickel, cobalt and iron ore, including
    smelting, refining, mining, processing and storage related operations of the relevant commodities;
-   Energy products: Crude oil, oil products, steam coal and metallurgical coal supported by investments in coal mining
    and oil production operations, ports, vessels and storage facilities;
-   Agriculture products: Wheat, corn, canola, barley, rice, oil seeds, meals, edible oils, biofuels, cotton and sugar
    supported by investments in farming, storage, handling, processing and port facilities.

Corporate and other: consolidated statement of income amounts represent Glencore's share of income related to Xstrata
(prior to the date of acquisition), the technology services division and other unallocated Group related expenses
(including variable pool bonus charges). Statement of financial position amounts represent Group related balances.

The financial performance of the segments is principally evaluated with reference to Adjusted EBIT/EBITDA which is the
net result of revenue less cost of goods sold and selling and administrative expenses plus share of income from
associates and joint ventures, dividend income and the attributable share of underlying Adjusted EBIT/EBITDA of certain
associates and joint ventures.

The accounting policies of the operating segments are the same as those described in note 1 with the exception of
certain associates and joint ventures. Under IFRS 11, Glencore's investments in the Antamina copper/zinc mine (34%
owned) and the Cerrejón coal mine (33% owned) are considered to be associates as they are not subject to joint control
and the Collahuasi copper mine (44% owned) is considered to be a joint venture. Associates and joint ventures are
required to be accounted for in Glencore's financial statements under the equity method. For internal reporting and
analysis, Glencore evaluates the performance of these investments under the proportionate consolidation method
reflecting Glencore's proportionate share of the revenues, expenses, assets and liabilities of the investments. The
balances as presented for internal reporting purposes are reconciled to Glencore's statutory disclosures as outlined in
the following tables.

Glencore accounts for intra-segment sales and transfers where applicable as if the sales or transfers were to third
parties, i.e. at arm's length commercial terms.

2013                                                    Metals and      Energy  Agricultural    Corporate        Total
US$ million                                               minerals    products      products    and other
Revenue from third parties                                  64,080     139,709        30,039          138      233,966

Marketing activities
Adjusted EBIT                                                1,622         629           198         (93)        2,356
Depreciation and amortisation                                   21          37           185            –          243
Adjusted EBITDA                                              1,643         666           383         (93)        2,599

Industrial activities
Adjusted EBIT                                                2,742         907           (6)         (29)        3,614
Depreciation and amortisation(1)                             2,554       1,623            67            9        4,253
Adjusted EBITDA                                              5,296       2,530            61         (20)        7,867

Total adjusted EBITDA                                        6,939       3,196           444        (113)       10,466
Depreciation and amortisation                              (2,575)     (1,660)         (252)          (9)      (4,496)
Total adjusted EBIT                                          4,364       1,536           192        (122)        5,970
                
Significant items(2)                      
  Other expense – net(3)                                                                                      (10,844)
  Share of associates' exceptional items(4)                                                                       (51)
  Mark to market loss on certain aluminium positions(5)                                                           (95)
  Unrealised intergroup profit elimination adjustments(6)                                                        (261)
Loss on sale of investments                                                                                       (40)                      
Interest expense – net(7)                                                                                      (1,394)            
Income tax(8)                                                                                                    (583)
Loss for the year                                                                                              (7,298)

(1) Includes an adjustment of $447 million (2012: $Nil) to depreciation and amortisation expenses related to presenting certain associates and joint ventures
    on a proportionate consolidation basis. Metals and minerals segment: $271 million and Energy products segment $176 million, see table below.
(2) Significant items of income and expense which, due to their financial impacts, nature or the expected infrequency of the events giving rise to them, have
    been separated for internal reporting and analysis of Glencore's results.
(3) See note 4.
(4) Share of associates' exceptional items comprise Glencore's share of exceptional charges booked directly by Xstrata relating mainly to various costs
    incurred by Xstrata in connection with its acquisition by Glencore.
(5) Represents an accounting measurement mismatch between spot and forward prices in respect of certain aluminium commercial hedging activities where
    such amounts will reverse in future periods. Due to the hedging being done on a portfolio basis, hedge treatment for IFRS accounting purposes (where
    such amounts would not impact the consolidated statement of income) is not achievable.
(6) Represents the required adjustment to eliminate unrealised profit or losses arising on intergroup transactions. For Glencore, such adjustments arise on
    the sale of product, in the ordinary course of business, from its Industrial operations to its Marketing arm and management assesses segment
    performance prior to any such adjustments, as if the sales were to third parties.
(7) Includes an adjustment of $6 million (2012: $Nil) to interest expenses related to presenting certain associates and joint ventures on a proportionate
    consolidation basis. Metals and minerals segment: interest income of $1 million and Energy products segment interest expense of $7 million, see table
    below.
(8) Includes an adjustment of $329 million (2012: $Nil) to income tax expenses related to presenting certain associates and joint ventures on a proportionate
    consolidation basis. Metals and minerals segment: $299 million and Energy products segment $30 million, see table below.

The reconciliation of certain associates' and joint venture's Adjusted EBIT to 'Share of net income from associates and
joint ventures' for the year ended 31 December 2013 is as follows:

                                                  Metals and       Energy Agricultural     Corporate       Total
US$ million                                         minerals     products     products     and other
 
Revenue from third parties                            64,080      139,709       30,039           138     233,966
Impact of presenting certain associates and joint      (732)        (540)            –             –     (1,272)
ventures on a proportionate consolidation basis
Revenue from third parties – reported                 63,348      139,169       30,039           138     232,694
measure

Associates' and joint ventures' Adjusted EBITDA        1,249          238            –             –       1,487
Depreciation and amortisation                          (271)        (176)            –             –       (447)
Associates' and joint ventures' Adjusted EBIT            978           62            –             –       1,040
Net finance costs                                          1          (7)            –             –         (6)
Income tax expense                                     (299)         (30)            –             –       (329)
Share of income from material associates and             680           25            –             –         705
joint ventures
Share of income from other associates                   (37)           45            7           126         141
Share of income from associates and                      643           70            7           126         846
joint ventures
Capital expenditure                                    6,738        2,552          293             4       9,587


2013                                              Metals and       Energy Agricultural     Corporate       Total
US$ million                                         minerals     products     products     and other
Current assets                                        26,737       17,164        6,554           316      50,771
Current liabilities                                 (10,456)     (15,612)      (2,708)         (529)    (29,305)
Allocatable current capital employed                  16,281        1,552        3,846         (213)      21,466
Property, plant and equipment                         37,170       26,810        3,195           332      67,507
Intangible assets                                      3,755        4,269          883           146       9,053
Investments in associates and other investments        9,358        3,823          430            19      13,630
Non-current advances and loans                           987        2,561          141           406       4,095
Allocatable non-current capital employed              51,270       37,463        4,649           903      94,285
Other assets(1)                                                                                9,876       9,876
Other liabilities(2)                                                                        (72,478)    (72,478)
Total net assets                                      67,551       39,015        8,495      (61,912)      53,149
Capital expenditure(3)                                 7,114        2,696          293             4      10,107

(1) Other assets include deferred tax assets, marketable securities, cash and cash equivalents and assets held for sale.
(2) Other liabilities include borrowings, non-current deferred income, deferred tax liabilities, non-current provisions, non-current financial liabilities and
    liabilities held for sale.
(3) Includes an adjustment of $520 million (2012: $Nil) to capital expenditure related to presenting certain associates and joint ventures on a proportionate
    consolidation basis. Metals and minerals segment: $376 million and Energy products segment $144 million, see table below.

2012                                                     Metals and      Energy  Agricultural   Corporate       Total
US$ million                                                minerals    products      products   and other
Revenue from third parties                                   56,674     136,937        20,825           –     214,436

Marketing activities
Adjusted EBIT                                                 1,363         435           371        (39)       2,130
Depreciation and amortisation                                    16          59            23           –          98
Adjusted EBITDA                                               1,379         494           394        (39)       2,228

Industrial activities
Adjusted EBIT                                                   708         594          (10)       1,048       2,340
Depreciation and amortisation                                   917         389            69           –       1,375
Adjusted EBITDA                                               1,625         983            59       1,048       3,715

Total adjusted EBITDA                                         3,004       1,477           453       1,009       5,943
Depreciation and amortisation                                 (933)       (448)          (92)           –     (1,473)
Total adjusted EBIT                                           2,071       1,029           361       1,009       4,470

Significant items(1)
  Other expense – net(2)                                                                                      (1,214)
  Share of associates' exceptional items3                                                                       (875)
  Mark to market loss on certain natural gas contracts4                                                         (123)
  Unrealised intergroup profit elimination adjustments(5)                                                        (84)
Interest expense – net                                                                                          (970)
Loss on sale of investments                                                                                     (128)
Income tax credit                                                                                                  76
Income for the year                                                                                             1,152

(1) Significant items of income and expense which, due to their financial impacts, nature or the expected infrequency of the events giving rise to them, have
    been separated for internal reporting and analysis of Glencore's results.
(2) See note 4.
(3) Share of associates' exceptional items comprise Glencore's share of exceptional charges booked directly by Xstrata relating mainly to various
    impairment charges including that associated with its platinum investments and operations in South Africa and nickel operations in Australia which were
    impacted by the challenging market environments and costs incurred by Xstrata in connection with the proposed acquisition by Glencore.
(4) Represents movements in fair value of certain fixed price forward natural gas purchase contracts entered into to hedge the price risk of this cost
    exposure in our alumina production activities. These contracts were initially concluded in 2008 with mark to market movements accounted for in equity
    (cash flow hedge reserves). Consistent with Glencore's current policy not to hedge future operating expenditures there are no such contracts covering
    periods beyond 2012.
(5) Represents the required adjustment to eliminate unrealised profit or losses arising on intergroup transactions. For Glencore, such adjustments arise on
    the sale of product, in the ordinary course of business, from its Industrial operations to its Marketing arm and management assesses segment
    performance prior to any such adjustments, as if the sales were to third parties.

2012                                           Metals and       Energy  Agricultural     Corporate          Total
US$ million                                      minerals     products      products     and other  (Restated)(1)
Current assets                                     20,024       18,256         9,538           649         48,467
Current liabilities                               (9,500)     (13,941)       (3,785)         (137)       (27,363)
Allocatable current capital employed               10,524        4,315         5,753           512         21,104
Property, plant and equipment                      14,134        5,347         4,142             –         23,623
Intangible assets                                     180        1,098           929             –          2,207
Investments in associates and other investments     2,881          799           458        16,215         20,353
Non-current advances and loans                        921        2,688           149             –          3,758
Allocatable non-current capital employed           18,116        9,932         5,678        16,215         49,941
Other assets(2)                                                                              7,156          7,156
Other liabilities(3)                                                                      (44,028)       (44,028)
Total net assets                                   28,640       14,247        11,431      (20,145)         34,173
Capital expenditure                                 5,761        3,311         4,262             –         13,334

(1) Certain amounts shown here reflect the adoption of new and revised standards as detailed in note 1 and therefore do not correspond to the consolidated
    statement of financial position for the year ended 31 December 2012.
(2) Other assets include deferred tax assets, marketable securities, cash and cash equivalents and assets held for sale.
(3) Other liabilities include borrowings, non-current deferred income, deferred tax liabilities, non-current provisions, Viterra asset acquirer loans and liabilities
    held for sale.

Geographical information
                                    2013            2012
US$ million                                (Restated)(1)
Revenue from third parties(2)
The Americas                      54,675          42,295
Europe                            78,782         108,904
Asia                              67,858          44,274
Africa                            25,665          16,910
Oceania                            5,714           2,053
                                 232,694         214,436
Non-current assets(3)
The Americas                      22,809           6,843
Europe                            11,438          17,707
Asia                               6,400           5,652
Africa                            20,972          11,255
Oceania                           27,648           3,137
                                  89,267          44,594

(1) Comprises adjustments to the fair value calculations in relation to the acquisition of Viterra (see note 25).
(2) Revenue by geographical destination is based on the country of incorporation of the sales counterparty however this may not necessarily be the country
    of the counterpart's ultimate parent and/or final destination of product.
(3) Non-current assets are non-current assets excluding other investments, advances and loans and deferred tax assets.

3. LOSS ON SALE OF INVESTMENTS – NET
US$ million                                2013    2012
Loss on sale in investment in associates   (40)   (133)
Other                                         –       5
Total                                      (40)   (128)

The net loss on sale of investments in associates in 2013 and 2012 comprised primarily an accounting dilution loss
following Xstrata's share issuances in April 2013 and March 2012, which saw Glencore's ownership reduce.

4. OTHER EXPENSE – NET
US$ million                                                                 Notes        2013       2012
Changes in mark to market valuations on investments held for trading – net              (308)          2
Changes in mark to market valuation of certain coal forward contracts(1)                   87        179
Revaluation of previously held interest in newly acquired businesses – net            (1,160)        497
Viterra acquisition related (expense)/income – net                                       (36)         11
Xstrata acquisition related expenses                                                    (294)       (58)
Impairments                                                                     5     (9,086)    (1,650)
Phantom equity awards granted on listing                                       19           –      (109)
Foreign exchange (loss)                                                                 (126)        (4)
Other income/(expense) – net(2)                                                            79       (82)
Total                                                                                (10,844)    (1,214)

(1) This item, if classified by function of expense would be recognised in cost of goods sold. All other amounts in Other income/(expense)– net are classified
    by function.
(2) Includes $15 million gain on disposal of property, plant and equipment (2012: loss of $7 million) and $37 million of income relating to the Agrium and
    Richardson assets which were acquired and subsequently sold as part of the Viterra acquisition. These were classified as held for sale as at 31
    December 2012 and were disposed of during 2013 (see note 15).

Together with foreign exchange movements and mark to market movements on investments held for trading, other
expenses – net includes other significant items of income and expense which due to their non-operational nature or
expected infrequency of the events giving rise to them are reported separately from operating segment results. Other
expenses – net includes, but is not limited to, impairment charges, revaluation of previously held interests in business
combinations and acquisitions, restructuring and closure costs.

Changes in mark to market valuations on investments held for trading – net
Primarily relates to movements on interests in other investments classified as held for trading and carried at fair value,
with Glencore's interest in Volcan Compania Minera S.A.A. and Nyrstar N.V. accounting for the majority of the movement
in 2013 and 2012.

Changes in mark to market valuation of certain coal forward contracts
Represents movements in fair value of certain fixed price forward coal sales contracts relating to Prodeco Group's
("Prodeco") future production, into which it plans to physically deliver. Following the legal reacquisition of Prodeco in
March 2010, from an accounting perspective, these forward sales contracts could not technically be classified as "own
use" or as cash flow hedges, which would have deferred the income statement effect until performance of the underlying
future sale transactions. As at year end, all tonnes of such coal have been physically delivered (2012: 4.6 million tonnes
remained).

Revaluation of previously held interest in newly acquired businesses - net
In May 2013, Glencore completed the acquisition of the additional 66% interest in Xstrata it did not previously own (see
note 25). At the date of acquisition, the previously owned interest was revalued to its fair value based on the share price
at 2 May 2013 (the "Acquisition Date") as prescribed by IFRS 13 and as a result, a $1,160 million loss was recognised.
In March 2012, Glencore purchased an additional 31.8% interest in Optimum Coal Holdings Limited ("Optimum") and in
April 2012, acquired an additional 20% interest in Mutanda Group ("Mutanda"). At the date of the acquisitions, the
previously owned interests were revalued to their fair value and as a result, a $20 million loss and $517 million gain,
respectively, were recognised.

Viterra acquisition related (expense)/income – net
2013 expense of $36 million comprises a $47 million gain relating to final sales adjustments of a previous Viterra
acquisition less $83 million of professional/advisors' fees and restructuring expenses.
2012 income includes the realised gain of $65 million on the settlement of CAD2.7 billion forward foreign currency
purchase contracts entered into to partially hedge foreign currency price risk associated with the Viterra transaction (see
note 25) less $54 million of professional advisors and other expenses.

Xstrata acquisition related expenses
Expenses incurred in connection with the acquisition of Xstrata (see note 25), comprises $59 million of costs incurred
with the required cancellation of the Nyrstar offtake agreement, $98 million of professional/advisors' fees related to the
acquisition and $137 million of stamp duty and restructuring costs.

5. IMPAIRMENTS
US$ million                             Notes        2013      2012
Xstrata acquisition goodwill impairment           (7,480)         –
Available for sale instruments             10       (446)   (1,181)
Non-current advances and loans             11       (300)     (213)
Property, plant and equipment               7       (779)     (210)
Non-current inventory and other(1)                   (81)      (46)
Total impairments(2)                              (9,086)   (1,650)

(1) These items, if classified by function of expense would be recognised in cost of goods sold.
(2) Impairments recognised during the year are allocated to Glencore's operating segments as follows: Metals and minerals $8,922 million (2012: $1,337
    million), Energy products $164 million (2012: $248 million) and Agricultural products $Nil (2012: $65 million).

Xstrata acquisition goodwill impairment
In accordance with IFRS 3, following a comprehensive process to identify and determine the fair value of all acquired
assets and liabilities in connection with the Xstrata acquisition (see note 25), Glencore has provisionally recognised
goodwill of $12.5 billion of which $5.0 billion was allocated to the metals and coal marketing cash generating units
("CGUs") and $7,480 million was provisionally allocated to the Xstrata mining operations' CGUs.

The goodwill allocated to the metals and minerals and coal marketing businesses was based on the value of expected
margin synergies to be realised by the Group's existing marketing operations as a result of increased product flows from
Xstrata, while the residual balance of $7,480 million was allocated to the Xstrata mining operations.

IAS 36 "Impairment of assets" requires that CGUs containing goodwill be tested for impairment whenever there are
indications that goodwill may be impaired. As the assets and liabilities of the Xstrata mining operations were then
recorded at fair value (including reserves and resources and expected operational synergies) following the extensive
valuation process as at the Acquisition Date, there was an indicator that the goodwill allocated to these operations was
impaired.

Accordingly, Glencore completed an impairment test of the Xstrata mining operations based on the results of the
provisional purchase price allocation process (see note 25) and determined that the allocated goodwill was impaired and
therefore recorded an impairment charge at acquisition of $7,480 million.

The key circumstances that led to the impairment are:
-    The IFRS 3 requirement to measure the consideration paid by reference to Glencore's share price at the Acquisition
     Date and the significant time lag between pricing the acquisition in September 2012 and the Acquisition Date; and
-    The negative broader macro-economic environment facing the extractive industry, particularly around the actual and
     perceived heightened risks associated with greenfield and large scale expansion projects during the first half of
     2013.

The recoverable amount of the Xstrata mining operations was measured based on fair value less costs to sell
determined in accordance with IFRS 13 and was primarily based on discounted cash flow techniques using, where
possible, market-based forecasts and assumptions and discounted using operation specific discount rates ranging from 8
– 13%.

Available for sale instruments
Glencore accounts for its interest in United Company Rusal plc ("UC Rusal") as an available for sale investment at fair
value with mark to market movements recognised in other comprehensive income ("OCI"). As a result of the continuing
challenging macro-economic environment impacting the global aluminium market, in December 2012, it was determined
that previously recognised negative fair value adjustments were of a prolonged nature and therefore reclassified from
OCI to the consolidated statement of income. As at 31 December 2013, UC Rusal's share price was below the 31
December 2012 price and as required under IAS 39 such fair value movements were accounted for in the consolidated
statement of income rather than OCI (see note 10).

Property, plant and equipment
During the regular assessment of whether there is an indication of asset impairment or whether a previously recorded
impairment may no longer be required (as part of our regular portfolio review), the continuing low nickel price forecasts
and suspension of a mine shaft expansion project resulted in impairment charges of $454 million and $137 million being
recognized at our Murrin Murrin and Cobar copper operations (metals and minerals segment) respectively. The balance
of the impairment charges resulted primarily from an evaluation of below expectation exploration programs (none of
which were individually material) of $124 million and $64 million recognized in our Metals and minerals and Energy
products segments respectively. The recoverable amounts of the property, plant and equipment were measured based
on fair value less costs to sell, determined by discounted cash flow techniques using, where possible, market forecasts
and assumptions discounted using operation specific discount rates ranging from 7.5 – 12%.

In 2012, the continuing challenging European biodiesel margin environment, the change in legal status of certain of our
operations, particularly in Bolivia, and evaluation of below expectation exploration programmes, resulted in impairment
charges (none of which were individually material) of $110 million, $35 million and $65 million recognised in our Metals
and minerals, Energy products and Agricultural products segments respectively. The recoverable amounts of the
property, plant and equipment were measured based on fair value less costs to sell, determined by discounted cash flow
techniques using, where possible, market forecasts and assumptions discounted using operation specific discount rates
ranging from 7.5 – 12%.

6. INCOME TAXES
Income taxes consist of the following:

US$ million                   2013    2012
Current income tax expense   (737)   (295)
Deferred income tax credit     483     371
Total tax (expense)/credit   (254)      76

The effective Group tax rate is different from the statutory Swiss income tax rate applicable to the Company for the
following reasons:

US$ million                                                                                            2013     2012
(Loss)/Income before income taxes and attribution                                                   (7,044)    1,076
Less: Share of income from associates and joint ventures                                              (846)    (367)
Parent Company's and subsidiaries' (loss)/income before income tax and attribution                  (7,890)      709
Income tax credit/(expense) calculated at the Swiss income tax rate                                   1,184    (106)
Tax effects of:
   Different tax rates from the standard Swiss income tax rate                                        (605)    (233)
   Non-deductible Xstrata related revaluation and goodwill impairment charges                       (1,122)        –
   Tax exempt income, net of non-deductible expenses and other permanent differences                    413     (50)
   Tax implications of restructuring, including deductions/losses triggered¹                              –      544
   Available tax losses not recognised, and other changes in the valuation of deferred tax assets     (122)     (76)
   Other                                                                                                (2)      (3)
Income tax (expense)/credit                                                                           (254)       76

(1) The 2012 credit amounting to $544 million resulted primarily from recognition of crystallised tax benefits (resulting in losses carried forward), following an
    internal reorganisation of our existing ownership interest in Xstrata.

Deferred taxes as at 31 December 2013 and 2012 are attributable to the items detailed in the table below:

                                                    Notes       2013        2012
US$ million                                                        (Restated)(1)
Deferred tax assets2
Tax losses carried forward                                     1,861       1,345
Mark to market valuations                                         76          27
Other                                                            168          90
Total                                                          2,105       1,462
Effect of amendments to IAS 19                         23          –          49
Total (Restated)                                               2,105       1,511
                      
Deferred tax liabilities(2)
Depreciation and amortisation                                 (5,699)    (2,606)
Mark to market valuations                                        (11)       (29)
Other                                                           (903)      (320)
Total                                                         (6,613)    (2,955)
            
Restatement(1)                                         25           –         49
Total (Restated)                                              (6,613)    (2,906)

Deferred tax recognised in other comprehensive loss
Deferred tax on cash flow hedges                                 (48)          –
Deferred tax on other reserves                                     88          –
Total                                                              40          –
Effect of amendments to IAS 19                         23           –       (49)
Total (Restated)                                                   40       (49)
Total Deferred tax – net                                      (4,468)    (1,444)

Reconciliation of deferred tax – net
1 January                                                     (1,444)      (360)
Recognised in income for the year                                 483        371
Recognised in other comprehensive loss                             89          –
Disposal of business                                   25          40          7
Business combination                                   25     (4,049)    (1,522)
Effect of foreign currency exchange movements                     310          –
Other                                                             103         60
31 December                                                   (4,468)    (1,444)

(1) Comprises effects of amendments to IAS 19 (see note 23) as well as adjustments to the fair value calculations in relation to the acquisition of Viterra
    (see note 25).
(2) Asset and liability positions in the same category reflect the impact of tax assets and liabilities arising in local tax jurisdictions that cannot be offset
    against tax assets and liabilities arising in other tax jurisdictions.

Deferred tax assets are recognised for tax losses carried forward only to the extent that realisation of the related tax
benefit is probable. As at 31 December 2013, $2,520 million (2012: $1,816 million) of deferred tax assets related to
available loss carry forwards have been brought to account, of which $1,861 million (2012: $1,345 million) are disclosed
as deferred tax assets with the remaining balance being offset against deferred tax liabilities arising in the same
respective entity. $725 million (2012: $1,373 million) of net deferred tax assets arise in entities that have been loss
making for tax purposes in 2013 and/or 2012. In evaluating whether it is probable that taxable profits will be earned in
future accounting periods, all available evidence was considered, including approved budgets, forecasts and business
plans and, in certain cases, analysis of historical operating results. These forecasts are consistent with those prepared
and used internally for business planning and impairment testing purposes. Following this evaluation, it was determined
there would be sufficient taxable income generated to realise the benefit of the deferred tax assets.

Available gross tax losses carried forward and deductible temporary differences, for which no deferred tax assets have
been recognised in the consolidated financial statements are detailed below and will expire as follows:

US$ million    2013    2012
1 year          200     114
2 years         215     165
3 years          70     253
Thereafter    1,449   1,786
Unlimited     1,778     590
Total         3,712   2,908

As at 31 December 2013, unremitted earnings of $43,407 million (2012: $19,952 million) have been retained by
subsidiaries and associates for reinvestment. No provision is made for income taxes that would be payable upon the
distribution of such earnings.

7. PROPERTY, PLANT AND EQUIPMENT
                                          Notes  Freehold   Plant and   Mineral and        Deferred       Total
                                                 land and   equipment     petroleum    mining costs
US$ million                                     buildings                    rights
Gross carrying amount:
1 January 2013                                      2,609      17,349         8,674             743      29,375
Business combination                         25     1,579      25,462        13,655             865      41,561
Disposal of subsidiaries                     25     (131)       (555)             –               –       (686)
Additions                                             308       8,099           629             452       9,488
Disposals                                            (49)       (756)          (65)             (3)       (873)
Effect of foreign currency exchange movements       (110)     (1,267)         (588)               –     (1,965)
Other movements                                     1,089       (100)         (259)           (641)          89
31 December 2013                                    5,295      48,232        22,046           1,416      76,989

Accumulated depreciation and impairment:
1 January 2013                                        397       4,030         1,177             148       5,752
Depreciation                                          200       2,698           863             165       3,926
Disposal of subsidiaries                     25       (2)         (9)             –               –        (11)
Disposals                                            (25)       (534)          (21)            (26)       (606)
Impairments                                   5         5         635            49              90         779
Effect of foreign currency exchange movements        (33)          15          (72)          (268)        (358)
31 December 2013                                      542       6,835         1,996             109       9,482
Net book value 31 December 2013                     4,753      41,397        20,050           1,307      67,507

                                  Notes     Freehold   Plant and    Mineral and       Deferred       Total
                                            land and   equipment      petroleum   mining costs
US$ million                                buildings                     rights
Gross carrying amount:
1 January 2012                                 1,521      12,045          4,617            675      18,858
Business combination                 25          953       3,429          3,284             48       7,714
Disposal of subsidiaries             25            –       (301)            (7)              –       (308)
Additions                                         92       2,054            866             89       3,101
Disposals                                       (21)       (200)              –              –       (221)
Effect of foreign currency                       (5)        (65)           (92)              –       (162)
exchange movements
Other movements                                  69            2              6           (69)          8
31 December 2012                              2,609       16,964          8,674            743     28,990
Restatement(1)                       25           –          385              –              –        385
31 December 2012 (Restated)                   2,609       17,349          8,674            743     29,375

Accumulated depreciation and impairment:
1 January 2012                                  323        2,997            770            129      4,219
Depreciation                                     87        1,087            233             31      1,438
Disposal of subsidiaries             25           –         (29)              –              –       (29)
Disposals                                      (10)         (74)              1           (19)      (102)
Impairments                           5           –          151             59              –        210
Effect of foreign currency exchange             (3)        (102)            114              7         16
movements
31 December 2012                                397        4,030          1,177            148      5,752
Net book value 31 December 2012               2,212       12,934          7,497            595     23,238            
Restatement(1)                       25           –          385              –              –        385
Net book value 31 December 2012               2,212       13,319          7,497            595     23,623
(Restated)

(1) Comprises adjustments to the fair value calculations in relation to the acquisition of Viterra (see note 25).

Plant and equipment includes expenditure for construction in progress of $12,236 million (2012: $2,294 million) and a net
book value of $412 million (2012: $281 million) of obligations recognised under finance lease agreements. Mineral and
petroleum rights include expenditures for exploration and evaluation of $798 million (2012: $277 million) and biological
assets of $94 million (2012: $66 million). Depreciation expenses included in cost of goods sold are $4,028 million (2012:
$1,421 million) and in selling and administrative expenses $21 million (2012: $17 million).

During 2013, $310 million (2012: $37 million) of interest was capitalised, $231 million within property, plant and
equipment and $79 million within assets held for sale. With the exception of project specific borrowings, the rate used to
determine the amount of borrowing costs eligible for capitalisation was 3.5% (2012: 4.0%).

8. INTANGIBLE ASSETS
                                    Goodwill           Port        Future     Licences,        Royalty and       Total
                                                 allocation   warehousing    trademarks   acquired offtake
US$ million                                          rights          fees  and software       arrangements
Cost:
1 January 2013                           962          1,101            32           151                  –       2,246                       
Business combination(1)               12,510          1,893             –           271                156      14,830                       
Disposals of business(1)                   –              –             –          (43)                  –        (43)
Additions                                  –              –             –            59                 85         144
Effect of foreign currency                 6          (473)             –           (3)                  –       (470)
exchange movements
Other movements                            –           (22)             –         (109)                165          34
31 December 2013                      13,478          2,499            32           326                406      16,741

Accumulated amortisation and impairment:

1 January 2013                             –             16            11            12                  –          39
Amortisation expense(2)                    –             25             8            44                 46         123
Impairment(3)                          7,480              –             –             –                  –       7,480
Effect of foreign currency                 –             16             –            13                 17          46
exchange movements
31 December 2013                       7,480             57            19            69                 63       7,688
Net carrying amount                    5,998          2,442            13           257                343       9,053
31 December 2013

(1) See note 25.
(2) Recognised in cost of goods sold.
(3) See note 5.

                                Goodwill Port allocation          Future      Licences,        Royalty and     Total
                                                  rights     warehousing     trademarks   acquired offtake
US$ million                                                         fees   and software       arrangements
Cost:
1 January 2012                       133               –              32             49                  –       214
Business combination1              1,251           1,182               –            104                  –     2,537
Additions                              –              21               –             33                  –        54
Effect of foreign currency             –           (102)               –              –                  –     (102)
exchange movements
31 December 2012                   1,384           1,101              32            186                  –     2,703     
Restatement(2)                     (422)               –               –           (35)                  –     (457)
31 December 2012                     962           1,101              32            151                  –     2,246
(Restated)
Accumulated amortisation and impairment:
1 January 2012                         –               –               3              1                  –        4            
Amortisation expense(3)                –              16               8             11                  –       35
31 December 2012                       –              16              11             12                  –       39
Net carrying amount                1,384           1,085              21            174                  –    2,664
31 December 2012
Restatement2                       (422)               –               –           (35)                  –    (457)
Net carrying amount 31               962           1,085              21            139                  –    2,207
December 2012 (Restated)

(1) See note 25.
(2) Comprises adjustments to the fair value calculations in relation to the acquisition of Viterra (see note 25).
(3) Recognised in cost of goods sold.

Goodwill
The carrying amount of goodwill has been allocated to cash generating units (CGUs), or groups of CGUs as follows:

                                            2013          2012   
US$ million                                        (Restated)1   
Grain marketing business                     829           829   
Metals and minerals marketing businesses   3,326             –   
Coal marketing business                    1,674             –   
Metals warehousing business                  169           133   
Total                                      5,998           962   

(1) Comprises adjustments to the fair value calculations in relation to the acquisition of Viterra (see note 25).

Grain marketing business
Goodwill of $829 million has been recognised as part of the acquisition of Viterra, see note 25. The goodwill is primarily
related to the Viterra grain marketing and merchandising business and is substantively attributable to synergies which
are expected to arise in conjunction with the grain marketing division's increased geographic coverage and scale
of activities.

Metals and minerals and coal marketing businesses
Goodwill of $12,480 million was provisionally recognised in connection with the acquisition of Xstrata (see note 25) and
allocated to the metals and minerals marketing CGU and coal marketing CGU and the Xstrata mining operations' CGUs
on a basis consistent with the expected benefits arising from the business combination. The metals and minerals
marketing and the coal marketing synergies were fair valued at $5.0 billion based on the annual synergies expected to
accrue to the respective marketing departments as a result of increased volumes, blending opportunities and freight and
logistics arbitrage opportunities. The residual balance of the goodwill ($7.5 billion) was allocated to the acquired mining
operations of Xstrata and subsequently impaired (see note 5).

Metals warehousing business
Goodwill of $169 million (2012: $133 million) relates to the Pacorini metals warehousing business and is attributable to
synergies which arise in conjunction with the metals marketing division's expected increased activities.

During the year, Pacorini acquired a logistics operation and goodwill in respect of this acquisition was recognised which
is also attributable to synergies which arise in conjunction with the metals marketing division's expected increased
activities.

Port allocation rights
Port allocation rights represent contractual entitlements to export certain amounts of coal on an annual basis from
Richard Bay Coal Terminal in South Africa and have been recognised as part of the acquisitions of Optimum, Umcebo
and Xstrata. The rights are being amortised on a straight line basis over the estimated economic life of the port of 40
years (see note 25).

Licences, trademarks and software
As part of the Xstrata business acquisition, intangibles related to internally developed technology and patents were
recognised and are being amortised over the estimated economic life of the technology which ranges between 10 – 15
years.

Royalty and acquired offtake arrangements
As part of the Xstrata business acquisition, the fair value of a royalty income stream related to output from the Antamina
copper mine was recognised. This amount is being amortised on the unit of production basis up to 2027, the expected
mine life.
Acquired offtake arrangements represent contractual entitlements acquired from third parties to provide marketing
services and receive certain products being produced from a mining or processing operation over a finite period of time.
These rights are being amortised on a straight line basis over the contractual term which currently ranges between 10 –
15 years.

9. GOODWILL IMPAIRMENT TESTING
For the purpose of impairment testing, goodwill has been allocated to the CGUs, or groups of CGUs, that are expected to
benefit from the synergies of the business combination and which represent the level at which management will monitor
and manage the goodwill as follows:

                                            2013          2012   
US$ million                                      (Restated)(1)   
Grain marketing business                     829           829   
Metals and minerals marketing businesses   3,326             –   
Coal marketing business                    1,674             –   
Metals warehousing business                  169           133   
Total                                      5,998           962   

(1) Comprises adjustments to the fair value calculations in relation to the acquisition of Viterra (see note 25).

In assessing whether an impairment is required, the carrying value of the CGU is compared with its recoverable amount.
The recoverable amount is the higher of its fair value less costs to sell ("FVLCS") and its value in use ("VIU"). If the
recoverable amount of the CGU is less than the carrying amount of the unit, the impairment loss is allocated first to
reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit on a pro-rata
basis of the carrying amount of each asset in the unit. Any impairment loss for goodwill is recognised directly in the
consolidated statement of income. An impairment loss recognised for goodwill is not reversed in subsequent periods.

Given the nature of each CGU's activities, information on its fair value is usually difficult to obtain unless negotiations
with potential purchasers or similar transactions are taking place. Consequently,

-     the recoverable amount for each of the marketing CGUs is determined by reference to the FVLCS which utilizes a
      price to earnings multiple approach based on the 2014 approved financial budget which includes factors such as
      marketing volumes handled and operating, interest and income tax charges, generally based on past experience.
      The price to earnings multiple of 10 times is derived from observable market data for broadly comparable
      businesses;

-     the recoverable amount of the metals warehousing business is determined by reference to its VIU which utilises pre-
      tax cash flow projections based on the approved financial budgets for 5 years which includes key assumptions, such
      as inventory levels, volumes and operating costs (key assumptions are based on past experience and, where
      available, observable market data), discounted to present value at a rate of 10%. The cash flows beyond the 5 year
      period have been extrapolated using a declining growth rate of 10% per annum; and

-     Glencore believes that no reasonably possible change in any of the above key assumptions would cause the
      recoverable amount to fall below the carrying value of the CGU. The determination of FVLCS for each of the
      marketing CGUs uses Level 3 valuation techniques in both years.

10. INVESTMENTS IN ASSOCIATES, JOINT VENTURES AND OTHER INVESTMENTS

Investments in associates and joint ventures
                                                                          Notes         2013        2012
US$ million                                                                                (Restated)(1)
1 January                                                                             18,764      18,858
(Loss)/gain on revaluation of previously held interest on acquisition         4      (1,160)         497
Transfer of previous equity accounted investments to subsidiary - Xstrata    25     (15,142)           –
Transfer of previous equity accounted investments to subsidiary – Other2               (212)     (1,274)
Assumed in business combination3                                             25       10,240          74
Additions                                                                                 76         455
Disposals                                                                               (40)        (11)
Share of income from associates and joint ventures                                       846         367
Share of other comprehensive income from associates and joint ventures                    26         221
Dividends received                                                                     (551)       (461)
Other movements                                                                        (140)          38
31 December                                                                           12,707      18,764
Of which:
   Investments in associates                                                           9,226      18,764
   Investments in joint ventures                                                       3,481           –

(1) Comprises adjustments to the fair value calculations in relation to the acquisition of Viterra (see note 25).
(2) In July 2013, Glencore completed the planned merger of Mutanda and Kansuki, previously an associate of the Group. The transaction did not meet the
    definition of a business combination under IFRS 3 and therefore has been accounted for as an acquisition of assets.
(3) Comprises primarily investments in Cerrejón Coal mine, Antamina Copper/Zinc mine, Collahuasi Copper mine and Lonmin plc.

As at 31 December 2013, the fair value of listed associates and joint ventures, which have a carrying value of $1,487
million (2012: $17,103 million), using published price quotations was $1,212 million (2012: $17,876 million). This
predominantly comprises Century Aluminum ("Century") and Lonmin plc ("Lonmin") (2012: Xstrata). The change in 2013
is primarily due to the acquisition of Xstrata (see note 25). The 2013 carrying value of the Group's investment in Century
and Lonmin is $734 million and $604 million respectively. The 2012 carrying value of the Group's investment in Xstrata
was $16,215 million.

Following the recognition of Glencore's share of impairments booked by its associates and joint ventures, Glencore
completed a detailed assessment of the recoverable amount of investments where indicators of impairment were
identified and concluded that the recoverable value supports the carrying value of these investments and that no further
impairment is required.

Details of material associates and joint ventures
Summarised financial information in respect of Glencore's associates and joint ventures, reflecting 100% of the
underlying associate's and joint venture's relevant figures, is set out below.

                                                       Cerrejón        Antamina       Total   Collahuasi      Total        Total
                                                                                   material                material     material
                                                                                 associates                   joint   associates
                                                                                                           ventures    and joint
US$ million                                                                                                             ventures
31 December 2013 
Non-current assets                                        2,787           9,303      12,090       14,159     14,159       26,249
Current assets                                              793           1,419       2,212        1,334      1,334        3,546
Non-current liabilities                                 (1,489)         (1,926)     (3,415)      (2,627)    (2,627)      (6,042)
Current liabilities                                       (273)           (565)       (838)        (640)      (640)      (1,478)

The above amounts of assets and liabilities include the following:

Cash and cash equivalents                                   198             224         422          92         92          514
Current financial liabilities¹                                –           (196)       (196)         (4)        (4)        (200)
Non-current financial liabilities¹                            –           (100)       (100)        (19)       (19)        (119)
Net assets                                                1,818           8,231      10,049      12,226     12,226       22,275
Glencore's ownership interest                            33.33%          33.75%                   44.0%
Acquisition fair value and                                2,176             609       2,785     (1,898)    (1,898)          887
other adjustments
Carrying value                                            2,782           3,387       6,169       3,481      3,481        9,650

(1) Financial liabilities exclude trade, other payables and provisions.

Summarised profit and loss in respect of Glencore's associates and joint ventures, reflecting 100% of the underlying
associate's and joint venture's relevant figures for the period post the acquisition of Xstrata until 31 December 2013, is
set out below.

                                          Cerrejón    Antamina     Total of  Collahuasi    Total of      Total of
                                                                   material                material      material
                                                                 associates                   joint    associates
US$ million                                                                                ventures     and joint
2013                                                                                                     ventures
Revenue                                      1,798       2,631        4,429       2,466       2,466         6,895
Income for the year                             76         936        1,012         827         827         1,839
Other comprehensive income                       –           –            –           –           –             –
Total comprehensive income                      76         936        1,012         827         827         1,839
Dividends paid                                 253         670          923         470         470         1,393

The above profit for the year includes the following:

Depreciation and amortisation                  529        359           888         341         341         1,229
Interest income                                  –          1             1           –           –             1
Interest expense                              (12)        (7)          (19)         (6)         (6)          (25)
Income tax expense                            (90)      (555)         (645)       (254)       (254)         (899)

US$ million                                                               Xstrata plc            Total of
                                                                                                 material   
31 December 2012                                                                            associates(1)   
Non-current assets                                                             70,683              70,683   
Current assets                                                                 12,431              12,431   
Non-current liabilities                                                      (29,131)            (29,131)   
Current liabilities                                                           (7,192)             (7,192)   
The above amounts of assets and liabilities include the following:                                          
Cash and cash equivalents                                                       1,983               1,983   
Current financial liabilities(1)                                              (1,206)             (1,206)   
Non-current financial liabilities(1)                                         (24,388)            (24,388)   
Net assets                                                                     46,791              46,791   
Glencore's ownership interest                                                   34.2%               34.2%   
Acquisition fair value and other adjustments                                      212                 212   
Carrying value                                                                 16,215              16,215   
(1) Financial liabilities exclude trade, other payables and provisions.                                       

US$ million                                                               Xstrata plc            Total of
                                                                                                 material   
2012                                                                                        associates(1)   
Revenue                                                                        31,618              31,618   
Income for the year                                                             1,372               1,372   
Other comprehensive income                                                         29                  29   
Total comprehensive income                                                      1,401               1,401   
Dividends paid                                                                  1,218               1,218   
(1) In 2012 the Group did not have any material joint ventures.                                               

Aggregate information of associates that are not individually material:                                     
US$ million                                                                      2013                2012   
The Group's share of income                                                       141                  58   
The Group's share of other comprehensive income/(loss)                             26                (32)   
The Group's share of total comprehensive income                                   167                  26   
Aggregate carrying value of the Group's interests                               3,057               2,549   

Glencore's share of total comprehensive income did not include joint ventures other than the material joint venture
discussed above.

The amount of corporate guarantees in favour of joint ventures as at 31 December 2013 was $463 million (2012: $22
million). Glencore's share of joint ventures' capital commitments amounts to $648 million (2012: $34 million).

Other investments
US$ million                                         2013     2012
Available for sale
United Company Rusal plc                             394      840
                                                     394      840
Fair value through profit and loss
Volcan Compania Minera S.A.A.                        204      410
Nyrstar N.V.(1)                                        –       78
Century Aluminum Company cash-settled equity swaps    95       80
Jurong Aromatics Corporation Pte Ltd                  55       55
Other                                                175      126
                                                     529      749
Total                                                923    1,589

(1) Disposed of in 2013.

11. ADVANCES AND LOANS
US$ million                                                                                           2013      2012
                          
Loans to associates(1)                                                                                 909       347
Rehabilitation trust fund                                                                              317       248
Other non-current receivables and loans                                                              2,869     3,163
Total                                                                                                4,095     3,758

(1) Loans to associates generally bear interest at applicable floating market rates plus a premium.

Other non-current receivables and loans comprise the following:
US$ million                                                                                           2013      2012
Counterparty
Russneft loan                                                                                          984     2,080
Rosneft trade advance                                                                                  500         –
Secured marketing related financing arrangements(1)                                                    995       749
Societe Nationale d'Electricite (SNEL) power advances                                                  138        50
Other                                                                                                  252       284
Total                                                                                                2,869     3,163

(1) Various marketing related financing facilities, generally secured against certain assets and/or payable from the future sale of production of the
    counterparty. The weighted average interest rate of the advances and loans is 10% and on average are to be repaid over a three-year period. In
    December 2013, an impairment charge of $300 million was recognized following non-performance of contractual terms and rescheduling of the timing of
    product supply and a recoverable value provision was recorded in respect of other advances and loans (see note 5).

Russneft loans
2013
In December 2013, OAO Russneft ("Russneft") refinanced part of its debt and repaid Glencore $1.0 billion. The
repayment followed earlier repayments of $88 million and $135 million respectively, amounting to a total of $1,223 million
received in 2013. Following the December repayment, Glencore and Russneft agreed to amend the terms of the
outstanding loan balance, requiring Glencore to convert a minimum of $900 million of the outstanding debt into an equity
stake in Russneft during 2014, subject to finalization of due diligence and valuation. Until conversion, interest and
repayment terms remain materially unchanged.

2012
In November 2012, as part of a comprehensive agreement between Russneft, Glencore and Russneft's other major
creditor, Sberbank, Glencore agreed to amend the terms of its $2,080 million, 9% per annum loan. The revised terms
lowered the interest rate to 7.75% interest per annum and extended the expected maturity of the loan from 2020 to 2024.
In exchange for this amendment, Glencore would receive additional annual payments of $50 million until substantial
repayments of the loan would commence, once Russneft's debt reduces to certain thresholds and/or existing debt is
refinanced (which occurred in 2013 as discussed above). The loan is accounted for at amortised cost using the effective
rate method with an effective interest rate of 8.4%.

The revision of the terms in November 2012 required that the carrying amount of the loan was required to be
recalculated as the present value of the estimated future cash flows under the revised terms using the loan's original
effective interest rate. In estimating the expected cash flows to be received over the life of the loan, a comprehensive
cash flow forecast was prepared utilising Russneft's budget and strategic plan and an economic analysis of Russneft's oil
fields prepared by an independent petroleum engineering firm. The difference between the recalculated carrying value of
$2,093 million and the pre-amendment carrying value of $2,306 million resulted in an income statement charge of $213
million (see note 5).

Rosneft trade advance
In March 2013, Glencore signed a long term crude and oil products supply contract with Russian oil producer OJSC
Neftyanaya Companiya Rosneft ("Rosneft") while simultaneously participating with $500 million in a large financing
facility to Rosneft. The pre-payment is to be repaid through future deliveries of oil over 3 years starting March 2015.

SNEL power advances
In early 2012, a joint agreement with Société Nationale d'Électricité ("SNEL"), the Democratic Republic of the Congo's
("DRC") national electricity utility, was signed whereby Glencore's operations will contribute $284 million to a major
electricity infrastructure refurbishment programme, including transmission and distribution systems. This is expected to
facilitate a progressive increase in power availability to 450 megawatts by the end of 2015. Funding commenced in the
second quarter of 2012 and will continue until the end of 2015. The loans will be repaid via discounts on future electricity
purchases by Katanga and Mutanda upon completion of the refurbishment program.

12. INVENTORIES
                           2013           2012
US$ million                      (Restated)(1)
Production inventories    6,108          3,153
Marketing inventories    16,645         17,527
Total                    22,753         20,680

(1) Comprises adjustments to the fair value calculations in relation to the acquisition of Viterra (see note 25).

Production inventories consist of materials, spare parts and work in process. Marketing inventories are saleable
commodities held primarily by the marketing entities as well as finished goods and certain other readily saleable
materials held by the industrial assets. Marketing inventories of $12,997 million (2012: $16,027 million) are carried at fair
value less costs to sell.

Fair value of inventories is a Level 2 fair value measurement (see note 28) valued using observable market prices
obtained from exchanges, traded reference indices or market survey services adjusted for relevant location and quality
differentials. There are no significant unobservable inputs in the fair value measurement of marketing inventories.

Glencore has a number of dedicated financing facilities, which finance a portion of its marketing inventories. In each
case, the inventory has not been derecognised as the Group retains the principal risks and rewards of ownership. The
proceeds received are recognised as current borrowings (see note 20). As at 31 December 2013, the total amount of
inventory secured under such facilities was $2,246 million (2012: $2,946 million). The proceeds received and recognised
as current borrowings were $1,829 million (2012: $2,248 million).

13. ACCOUNTS RECEIVABLE
                                 2013            2012
US$ million                             (Restated)(1)
                
Trade receivables(2)           18,029          18,406
Trade advances and deposits(2)  3,516           3,270
Associated companies(2)           452           1,031
Other receivables               2,539           2,195
Total                          24,536          24,902

(1) Comprises adjustments to the fair value calculations in relation to the acquisition of Viterra (see note 25).
(2) Collectively referred to as receivables presented net of allowance for doubtful debts.

The average credit period on sales of goods is 29 days (2012: 29 days).
As at 31 December 2013, 8% (2012: 8%) of receivables were between 1 to 60 days overdue, and 5% (2012: 5%) were
greater than 60 days overdue. Such receivables, although contractually past their due dates, are not considered impaired
as there has not been a significant change in credit quality of the relevant counterparty, and the amounts are still
considered recoverable taking into account customary payment patterns and in many cases, offsetting accounts payable
balances.

The movement in allowance for doubtful accounts is detailed in the table below:

US$ million                2013   2012   
1 January                   212    129   
Released during the year   (46)    (7)   
Charged during the year     125    112   
Utilised during the year   (39)   (22)   
31 December                 252    212   

Glencore has a number of dedicated financing facilities, which finance a portion of its receivables. In each case, the
receivables have not been derecognised, as the Group retains the principal risks and rewards of ownership. The
proceeds received are recognised as current borrowings (see note 20). As at 31 December 2013, the total amount of
trade receivables secured was $4,034 million (2012: $4,398 million) and proceeds received and classified as current
borrowings amounted to $3,200 million (2012: $3,146 million).

14. CASH AND CASH EQUIVALENTS                   
US$ million                      2013    2012   
Bank and cash on hand           2,341   2,496   
Deposits and treasury bills       508     286   
Total                           2,849   2,782   

As at 31 December 2013, $18 million (2012: $4 million) was restricted. As at 31 December 2012, $47 million was placed
in escrow for the acquisition of Rosh Pinah (see note 25).

15. ASSETS AND LIABILITIES HELD FOR SALE
2013
In accordance with the Merger Remedy Commitments made to the Ministry of Commerce of the Peoples' Republic of
China ("MOFCOM") for the Xstrata acquisition, Glencore has commenced a process to sell its entire interest in the Las
Bambas copper mine project in Peru.

As a result, assets of $3,616 million and liabilities of $314 million acquired in the Xstrata acquisition (see note 25) have
been classified as held for sale within the metals and minerals segment. Subsequent to the acquisition date further
capital expenditure has been incurred and liabilities settled as they fell due, such that the assets held for sale increased
to $4,886 million and liabilities held for sale decreased to $276 million.

2012
As part of Glencore's acquisition of Viterra, Glencore entered into agreements with Agrium Inc ("Agrium") and
Richardson International Limited ("Richardson") which provided for the "back-to-back" sale of certain operations of
Viterra. Upon acquisition of Viterra, in December 2012, Agrium and Richardson advanced the agreed consideration for
these operations amounting to CAD1,775 million ($1,781 million) and CAD796 million ($799 million) respectively ("the
Asset Acquirer Loans").

Following these agreed disposals, assets of $2,712 million and liabilities of $416 million (see note 25) as at 31 December
2012 have been classified as held for sale within the agricultural products segment.
The sales of these businesses to Agrium and Richardson were completed during 2013.

16. SHARE CAPITAL AND RESERVES                                                                                           
                                                                             Number of   Share capital           Share   
                                                                                shares   (US$ million)         premium   
                                                                            (thousand)                   (US$ million)   
Authorised:                                                                                                              
31 December 2013 and 2012 Ordinary shares with a par value of $ 0.01 each   50,000,000               –               –   
Issued and fully paid up:                                                                                                
1 January 2012 – Ordinary shares                                             6,922,714              69          26,797   
11 October 2012 – Ordinary shares issued on acquisition of an 18.91%           176,742               2             957   
interest in Kazzinc                                                                                                      
Dividends paid (see note 18)                                                         –               –         (1,066)   
31 December 2012 – Ordinary shares                                           7,099,456              71          26,688   
2 May 2013 – Ordinary shares issued on acquisition of Xstrata                6,163,949              62          30,073   
27 December 2013 – Ordinary shares issued to satisfy employee share             15,000               –              78   
awards (see note 19)                                                                                                     
Dividends paid                                                                       –               –         (2,062)   
31 December 2013 – Ordinary shares                                          13,278,405             133          54,777   

Ordinary shares issued on acquisition of Xstrata
On 2 May 2013, Glencore completed its acquisition of the remaining 66% of the issued and outstanding equity of Xstrata
(see note 25) that the Group did not previously own, through the issuance of 6,163,949,435 new ordinary shares of the
Company, of which 212,743,594 shares were issued to the Orbis Trust to satisfy the potential future settlement of certain
stock and option awards held by Xstrata employees.

Ordinary shares issued on acquisition of an 18.91% interest in Kazzinc
In October 2012, Glencore completed the acquisition of an additional 18.91% interest in Kazzinc from Verny
Investments, for a cash consideration of $400 million and the issue of 176,742,520 new ordinary shares of the Company
(closing transaction date value of $959 million), thereby increasing its ultimate ownership in Kazzinc to 69.61%.

Acquiring an additional interest in a subsidiary is considered to be a transaction between owners rather than an
acquisition of a business. Therefore, this was accounted for as an equity transaction with the resulting difference of $506
million between the change in the Kazzinc non-controlling interest and the consideration paid charged to equity as a
reserve.
                                                Number of           Share   
                                                   shares         premium   
                                               (thousand)   (US$ million)   
Own shares:                                                                 
1 January 2013                                          –               –   
Own shares assumed on acquisition of Xstrata      212,744         (1,041)   
Own shares purchased during the year                3,087            (13)   
Own shares disposed during the year              (59,041)             287   
31 December 2013                                  156,790           (767)   

Own shares
Own shares comprise shares of Glencore Xstrata plc held by Orbis Trust (the Trust) to satisfy the potential future
settlement of the Group's employee stock plans, primarily assumed as part of the Xstrata acquisition (see note 19). The
Trust also coordinates the funding and manages the delivery of ordinary shares and free share awards under certain of
Glencore's share plans. The shares are acquired by either stock market purchases or share issues from the Company.
The Trustee is permitted to sell the shares and may hold up to 5% of the issued share capital of the Company at any one
time. As at 31 December 2013, 156,789,593 shares, equivalent to 1.2% of the issued share capital were held at a cost of
$767 million and market value of $813 million. The Trust has waived the right to receive dividends from the shares that it
holds. Costs relating to the administration of the Trust are expensed in the period in which they are incurred.

Other reserves
                         Translation   Equity portion    Cash flow           Net            Net       Other      Total
                          adjustment               of        hedge    unrealised      ownership    reserves
                                          Convertible      reserve   gain/(loss)     changes in
US$ million                                     bonds                              subsidiaries
1 January 2012                  (52)               89        (274)       (1,181)          (232)          10    (1,640)
Exchange loss on               (116)                –           –              –              –           –      (116)
translation of foreign
operations
Loss on cash flow                  –                –         (93)             –              –           –       (93)
hedges, net of tax
Cash flow hedges                   –                –          297             –              –           –        297
transferred to the
statement of income,
net of tax
Change in ownership                –                –            –             –          (474)           –      (474)
interest in subsidiaries 
Loss on available for              –                –            –         1,181              –           –      1,181
sale financial
instruments
transferred to the
statement of income,
net of tax
Effect of foreign                (23)               –            –             –              –           –       (23)
currency differences
transferred to the
statement of income
31 December 2012               (191)               89         (70)             –          (706)          10      (868)


1 January 2013                 (191)               89         (70)             –          (706)          10      (868)
Exchange loss on             (1,126)                –            –             –              –           –    (1,126)
translation of foreign
operations
Loss on cash flow                  –                –        (287)             –              –           –      (287)
hedges, net of tax
Cash flow hedges                   –                –            1             –              –           –         1
transferred to the
statement of income,
net of tax
Change in ownership                –                –            –             –          (138)           –      (138)
interest in subsidiaries
31 December 2013             (1,317)               89        (356)             –          (844)          10    (2,418)

17. EARNINGS PER SHARE
US$ million                                                                  Notes          2013         2012
(Loss)/profit attributable to equity holders for basic earnings per share                (7,402)        1,004
Interest in respect of Convertible bonds¹                                                      –            –
(Loss)/profit attributable to equity holders for diluted earnings per share              (7,402)        1,004
Weighted average number of shares for the purposes of basic earnings                  11,093,184    6,961,936
per share (thousand)

Effect of dilution:
Equity-settled share-based payments (thousand)                                 19              –       26,847
Convertible bonds¹ (thousand)                                                  20              –            –
Weighted average number of shares for the purposes of diluted earnings                11,093,184    6,988,783
per share (thousand)

Basic (loss)/earnings per share (US$)                                                     (0.67)         0.14
Diluted (loss)/earnings per share (US$)                                                   (0.67)         0.14

(1) In 2012 and 2013, the convertible bonds have been anti-dilutive and therefore have been excluded from the diluted earnings per share calculation.

Headline earnings is a Johannesburg Stock Exchange ("JSE") defined performance measure. The calculation of basic
and diluted earnings per share, based on headline earnings as determined by the requirements of the Circular 2/2013 as
issued by the South African Institute of Chartered Accountants ("SAICA"), is reconciled using the following data:

Headline earnings:                                                                                     
US$ million                                                                  Notes      2013    2012   
(Loss)/profit attributable to equity holders for basic earnings per share            (7,402)   1,004   
Loss/(profit) on acquisitions (no tax and non-controlling interest impact)      10     1,160   (497)   
Net loss on disposals (no non-controlling interest impact)                                25     135   
Net loss on disposals – tax                                                              (6)    (34)   
Impairments                                                                      5     9,086   1,650   
Impairments – non-controlling interest                                                  (17)    (43)   
Impairments – tax                                                                      (245)    (85)   
Headline earnings for the year                                                         2,601   2,130   
Headline earnings per share (US$)                                                       0.23    0.30   
Diluted headline earnings per share (US$)                                               0.23    0.30   

18. DIVIDENDS                                                                                          
US$ million                                                                             2013    2012   
Paid during the year:                                                                                  
Final dividend for 2012 – $0.1035 per ordinary share                                   1,355     692   
(2011: $0.10 per ordinary share)                                                                       
Interim dividend for 2013 – $0.054 per ordinary share                                    707     374   
(2012: $0.054 per ordinary share)                                                                      
Total                                                                                  2,062   1,066   

The proposed final dividend of $11.1 cents per ordinary share amounting to $1,457 million, excluding any distribution on
own shares, is subject to approval by shareholders at the Annual General Meeting and has not been included as a
liability in these financial statements. Dividends declared in respect of the year ended 31 December 2013 will be paid on
30 May 2014. The 2013 interim dividend was paid on 12 September 2013.

19. SHARE-BASED PAYMENTS

                          Number of   Fair value at     Number of     Number of         Expense         Expense   
                             awards      grant date        awards        awards      recognised      recognised   
                            granted   (US$ million)   outstanding   outstanding            2013            2012   
                         (thousand)                          2013          2012   (US$ million)   (US$ million)   
                                                       (thousand)    (thousand)                                   
Phantom Equity Awards                                                                                             
2011 Series                  24,025             206             –        20,142               –             109   
Deferred Bonus Plan                                                                                               
2012 Series                   3,442              20         1,680         3,442               –              20   
2013 Series                   4,958              24         4,958             –              24               –   
Performance Share Plan                                                                                            
2012 Series                   3,262              18         2,235         3,262              10               2   
2013 Series                   5,295              29         5,295             –               3               –   
Total                                                      14,168        26,846              37             131   

Phantom Equity Awards
In April and May 2011 in connection with its initial public offering, Glencore issued phantom equity awards to certain
employees in lieu of interests in Glencore's existing equity ownership schemes. At grant date, each phantom equity
award is equivalent to one ordinary share of Glencore. The phantom equity awards vested on or before 31 December
2013, subject to the continued employment of the award holder. Phantom equity awards may be satisfied, at Glencore's
option, in shares by the issue of new ordinary shares, by the transfer of ordinary shares held in treasury or by the transfer
of ordinary shares purchased in the market or in cash (with a value equal to the market value of the award at vesting,
including dividends paid between Listing and vesting). As at 31 December 2013, awards have vested and been settled.

Deferred Bonus Plan
Under the Glencore Deferred Bonus Plan ("DBP"), the payment of a portion of a participant's annual bonus is deferred
for a period of one to two years as an award of either ordinary shares (a ''Bonus Share Award'') or cash (a "Bonus Cash
Award"). The awards are vested at grant date with no further service conditions however they are subject to forfeiture for
malus events. The Bonus Share Awards may be satisfied, at Glencore's option, in shares by the issue of new ordinary
shares, by the transfer of ordinary shares held in treasury or by the transfer of ordinary shares purchased in the market
or in cash, with a value equal to the market value of the award at settling, including dividends paid between award and
settling. Glencore currently intends to settle these awards in shares. The associated expense is recorded in the
statement of income as part of the regular expense for performance bonuses.

Performance share plan
Under the Glencore Performance Share Plan ("PSP"), participants are awarded PSP awards which vest in annual
tranches over a specified period, subject to continued employment and forfeiture for malus events. At grant date, each
PSP award is equivalent to one ordinary share of Glencore. The awards vest in three equal tranches on 30 June of the
years following the year of grant. The fair value of the awards is determined by reference to the market price of
Glencore's ordinary shares at grant date. The PSP awards may be satisfied, at Glencore's option, in shares by the issue
of new ordinary shares, by the transfer of ordinary shares held in treasury or by the transfer of ordinary shares purchased
in the market or in cash, with a value equal to the market value of the award at vesting, including dividends paid between
award and vesting. Glencore currently intends to settle these awards in shares.

Share based awards assumed upon acquisition of Xstrata
                                                      Total options
                                                        outstanding       Weighted average
                                                        (thousands)   exercise price (GBP)
1 January 2013                                                    –                      –
Assumed in business combination                             212,744                   2.83
Forfeited                                                   (3,807)                   3.76
Exercised(1)                                               (53,776)                   0.13
31 December 2013                                            155,161

(1) The weighted average share price at date of exercise of the share based awards was GBP3.34.

The completion of the acquisition of Xstrata by Glencore triggered the change in control vesting criteria for all options and
free shares of the former Xstrata award plans, comprising a total of 212,743,594 underlying shares, which, in accordance
with the acquisition agreement, were replaced with equivalent Glencore instruments. These instruments had a fair value
of $383 million and were included in the consideration paid for the acquisition (see note 25).

The options were valued at a weighted average of $1.53 per option determined using a Black-Scholes option pricing
model using the following assumptions on a weighted average basis: share price of $4.89, exercise price of $5.72, option
life of 6.9 years, dividend yield of 4%, risk free interest rate of 1.65% and an expected volatility of 32% based on the
historical volatility of Glencore and Xstrata shares prior to the acquisition. Free share units were valued at $4.89 per unit
based on Glencore's share price at the date of acquisition.

As at December 31, 2013, a total of 155,161,370 options were outstanding and exercisable, having a range of exercise
prices from zero to GBP3.914 and a weighted average exercise price of GBP3.7412. These outstanding awards have
expiry dates ranging from March 2014 to March 2022 and a weighted average contractual life of 6.2 years. The awards
may be satisfied at Glencore's option, by the issue of new ordinary shares, by the transfer of ordinary shares held in
treasury or by the transfer of ordinary shares purchased in the market. Glencore currently intends to settle these awards
by the transfer of ordinary shares held in treasury.

20. BORROWINGS
US$ million                                           Notes       2013     2012
Non-current borrowings
Convertible bonds                                                    –    2 172
Capital market notes                                            30,900    9,418
Ordinary profit participation certificates                         110      332
Committed syndicated revolving credit facilities                 5,702    5,881
Finance lease obligations                                30        344      233
Other bank loans                                                 1,668      992
Total non-current borrowings                                    38,724   19,028

Current borrowings
Committed secured inventory/receivables facilities     12/13     1,353    3,702
Uncommitted secured inventory/receivables facilities   12/13     3,676    1,692
Other committed secured facilities                                 590        –
Convertible bonds                                                2,236        –
U.S. commercial paper                                            1,645      726
Xstrata secured bank loans                                           –    2,696
Capital market notes                                             1,750    1,061
Viterra acquisition financing facility                               –    1,503
Ordinary profit participation certificates                         223      418
Finance lease obligations                                30         49       48
Other bank loans(1)                                              4,939    4,652
Total current borrowings                                        16,461   16,498

(1) Comprises various uncommitted bilateral bank credit facilities and other financings.

Xstrata secured bank loans
In April 2013, the Xstrata secured bank loans were repaid.

Ordinary profit participation certificates
Profit participation certificates bear interest at 6 month U.S.$LIBOR, are repayable over 5 years (with final payments due
in 2016) and in the event of certain triggering events, which include any breach of a financial covenant, would be
subordinated to unsecured lenders.

Committed syndicated revolving credit facility
In June 2013 Glencore signed new committed revolving credit facilities totalling $17,340 million, which extended and
increased previous revolving credit facilities. The facilities comprise a $5,920 million 12 month revolving credit facility with
a borrower's 12 month term-out option and a 12 month extension option, a $7,070 million three year facility with two 12
month extension options and a $4,350 million five year facility. Funds drawn under the facilities bear interest at U.S. $
LIBOR plus a margin ranging from 80 to 90 basis points per annum.

U.S. commercial paper
Glencore has in place a standalone U.S. commercial paper program for $4,000 million rated A2 and P2 respectively by
S&P's and Moody's rating agencies. The notes issued under this programme carry interest at floating market rates and
mature not more than 397 days from the date of issue. Funds drawn under the facilities bear interest at U.S. $ LIBOR
plus a margin ranging from 35 to 70 basis points per annum.

Convertible bonds
$2,300 million 5% coupon convertible bonds due December 2014. The bonds are convertible at the option of the
investors into 430,924,474 ordinary shares of Glencore Xstrata plc. The bonds consist of a liability component and an
equity component. The fair values of the liability component ($2,211 million) and the equity component ($89 million) were
determined, using the residual method, at issuance of the bonds. The liability component is measured at amortised cost
at an effective interest rate of 5.90% per annum.

Capital Market Notes                                                                   
US$ million                                                Maturity     2013    2012   
Euro 750 million 7.125% coupon bonds                       Apr 2015    1,029     982   
Euro 600 million 6.250% coupon bonds(1)                    May 2015      855       –   
Euro 1,250 million 1.750% coupon bonds(1)                  May 2016    1,708       –   
Euro 1,250 million 5.250% coupon bonds                     Mar 2017    1,722   1,648   
Euro 500 million 5.250%, coupon bonds(1)                   Jun 2017      780       –   
Euro 1,250 million 4.625% coupon bonds                   April 2018    1,713   1,626   
Euro 1,000 million 2.625% coupon bonds(1)                  Nov 2018    1,396       –   
Euro 750 million 3.375% coupon bonds                       Sep 2020    1,026       –   
Euro 400 million 3.700% coupon bonds                       Oct 2023      548       –   
Eurobonds                                                             10,777   4,256   
GBP 650 million 6.500% coupon bonds                        Feb 2019    1,067   1,045   
GBP 500 million 7.375% coupon bonds(1)                     May 2020      913       –   
GBP 500 million 6.000% coupon bonds                      April 2022      842     837   
Sterling bonds                                                         2,822   1,882   
CHF 825 million 3.625% coupon bonds                      April 2016      927     903   
CHF 450 million 2.625% coupon bonds                        Dec 2018      505     489   
CHF 175 million 2.125% coupon bonds                        Dec 2019      196       –   
Swiss Franc bonds                                                      1,628   1,392   
CAD 200 million 6.406% coupon bonds                        Feb 2021      188     192   
US$ 950 million 6.000% coupon bonds                        Apr 2014        –     948   
US$ 250 million 5.375% coupon bonds(1)                     Jun 2015      264       –   
US$ 1,250 million 2.050% coupon bonds(1)                   Oct 2015    1,261       –   
US$ 341 million 6.000% coupon bonds(1)                     Oct 2015      367       –   
US$ 500 million LIBOR plus 1.16% coupon bonds              May 2016      499       –   
US$ 1,000 million 1.700% coupon bonds                      May 2016      998       –   
US$ 1,000 million 5.800% coupon bonds(1)                   Nov 2016    1,117       –   
US$ 700 million 3.600% coupon bonds(1)                     Jan 2017      735       –   
US$ 250 million 5.500% coupon bonds(1)                     Jun 2017      278       –   
US$ 1,750 million 2.700% coupon bonds(1)                   Oct 2017    1,778       –   
US$ 500 million LIBOR plus 1.36% coupon bonds              Jan 2019      498       –   
US$ 1,500 million 2.500% coupon bonds                      Jan 2019    1,489       –   
US$ 400 million 5.950% coupon bonds                        Aug 2020      400     400   
US$ 1,000 million 4.950% coupon bonds(1)                   Nov 2021    1,085       –   
US$ 1,000 million 4.250% coupon bonds(1)                   Oct 2022    1,025       –   
US$ 1,500 million 4.125% coupon bonds                      May 2023    1,446       –   
US$ 250 million 6.200% coupon bonds(1)                     Jun 2035      275       –   
US$ 500 million 6.900% coupon bonds(1)                     Nov 2037      604       –   
US$ 500 million 6.000% coupon bonds(1)                     Nov 2041      546       –   
US$ 500 million 5.550% coupon bonds(1)                     Oct 2042      471       –   
US$ 350 million 7.500% coupon bonds                       Perpetual      349     348   
US$ bonds                                                             15,485   1,696   
Total non-current bonds                                               30,900   9,418   
Euro 850 million 5.250% coupon bonds                       Oct 2013        –   1,061   
US$ 950 million 6.000% coupon bonds                        Apr 2014      950       –   
US$ 800 million 2.850% coupon bonds(1)                     Nov 2014      800       –   
Total current bonds                                                    1,750   1,061   

(1) Bonds assumed as part of the acquisition of Xstrata.                                 

Bond issuance in 2013
US$ bonds
In May 2013, Glencore issued in five tranches US$5 billion of interest bearing notes as follows:
- 3 year $1,000 million 1.7% fixed coupon bonds;
- 5 year $1,500 million 2.5% fixed coupon bonds;
- 10 year $1,500 million 4.125% fixed coupon bonds;
- 3 year $500 million LIBOR plus 1.16% coupon notes; and
- 5 year $500 million LIBOR plus 1.36% coupon notes.

Euro bonds
In September 2013, Glencore issued EUR750 million 3.375% interest bearing bonds due September 2020.
In October 2013, Glencore issued EUR400 million 3.7% interest bearing bonds due October 2023.

Swiss Franc bonds
In October 2013, Glencore issued CHF175 million 2.125% interest bearing bonds due December 2019.

Committed secured facilities
                                                  Maturity    Borrowing          Interest        2013     2012
US$ million                                                        base
Syndicated metals inventory/receivables           Oct 2013        2,220         US$ LIBOR           –    2,220
facility                                                                        + 120 bps
Syndicated agricultural products                  Nov 2013          300         US$ LIBOR           –      232
inventory/receivables facility                                                  + 130 bps
Oil receivables facility                      May/Aug 2014        1,250         US$ LIBOR       1,250    1,250
                                                                                + 120 bps
Secured facilities on various equity stakes      July 2015          750         US$ LIBOR         540        –
                                                                                 + 80 bps
Equipment financing                             April 2016          150         US$ LIBOR          50        –
                                                                           + 2.25% margin
Metals receivables facilities                     Jan 2014          197     US$/JPY LIBOR         103        –
                                                                             + 80/200 bps
Total                                                             4,867                         1,943    3,702

21. DEFERRED INCOME                                                                          
                                                 Notes   Unfavourable   Prepayment   Total   
US$ million                                                 contracts                        
1 January 2012                                                      –          182     182   
Assumed in business combination                     25            688            –     688   
Utilised in the year                                             (72)         (19)    (91)   
Effect of foreign currency exchange difference                   (62)            –    (62)   
31 December 2012(1)                                               554          163     717   
1 January 2013                                                    554          163     717   
Assumed in business combination                     25          1,039            7   1,046   
Utilised in the year                                            (156)          (8)   (164)   
Effect of foreign currency exchange difference                  (177)            –   (177)   
31 December 2013(1)                                             1,260          162   1,422   

(1) Includes the current portion of $121 million (2012: $92 million) in respect of the unfavourable contracts and $24 million (2012: $24 million) in respect of
    the prepayments.

Unfavourable contracts
Upon acquisition of Xstrata (see note 25), Glencore recognised a liability of $1,039 million related to various assumed
contractual agreements to deliver tonnes of coal and zinc concentrates over periods ending between 2017 and 2045 at
fixed prices lower than the prevailing market prices.

Upon acquisition of Optimum in March 2012 (see note 25), Glencore recognised a liability of $688 million related to an
assumed contractual agreement to deliver 44 million tonnes of coal over a period ending 31 December 2018 at fixed
prices lower than the prevailing market price for coal of equivalent quality.

These amounts are released to revenue as the underlying commodities are delivered to the buyers over the life of the
contracts at rates consistent with the implied forward price curves of coal and zinc concentrate at the time of the
acquisitions.

Prepayment
During 2006, Glencore entered into an agreement to deliver, dependant on mine production, up to 4.75 million ounces
per year of silver, a by-product from its mining operations, for a period of 15 years at a fixed price for which Glencore
received an upfront payment of $285 million. The outstanding balance represents the remaining portion of the upfront
payment. The upfront payment is released to revenue at a rate consistent with the implied forward price curve at the time
of the transaction and the actual quantities delivered. As at 31 December 2013, 19.3 million ounces (2012: 17.9 million
ounces) have been delivered.

22. PROVISIONS
                      Notes         Post       Employee   Rehabilitation      Onerous Other(1)     Total
                              retirement   entitlements            costs    contracts
                             benefits(2)
US$ million                    (Note 23)
1 January 2012                        61            116              574            4      296     1,051
Effect of                23          164              –                –            –        –       164
amendments to
IAS 19
1 January 2012                       225            116              574            4      296     1,215
(Restated)
Provision utilised in                (1)            (2)             (41)          (4)    (140)     (188)
the year
Accretion in the year                  –              –               33            –        –        33
Assumed in business      25           19             19              325            –       49       412
combination
Additional provision                  14             14               83            –      170       281
in the year
Effect of foreign                      –              –             (23)            –        –      (23)
currency exchange
difference
Effect of                23           12              –                –            –        –        12
amendments to
IAS 19
Restatement(2)           25           15              –                –            –       25        40
31 December 2012                     284            147              951            –      400     1,782
(Restated)
Current                                –              –                –            –       69        69
Non-current                          284            147              951            –      331     1,713

1 January 2013                       284            147              951            –      400     1,782

Provision utilised in              (528)          (108)            (116)         (94)    (286)   (1,132)
the year
Accretion in the year                  –              2               37           14        –        53
Assumed in business      25        1,271            266            3,062        1,937    1,005     7,541
combination
Additional provision                   –             60              156            3       57       276
in the year
Effect of foreign                   (47)            (4)            (130)            –        8     (173)
currency exchange
difference
31 December 2013                     980            363            3,960        1,860    1,184     8,347
Current                                –              –                –           66      198       264
Non-current                          980            363            3,960        1,794      986     8,083

(1) Other comprises provisions for possible demurrage, mine concession, tax and construction related claims.
(2) Comprises adjustments to the fair value calculations in relation to the acquisition of Viterra (see note 25).

Employee entitlements
The employee entitlement provision represents the value of governed employee entitlements due to employees upon
their termination of employment. The associated expenditure will occur in a pattern consistent with when employees
choose to exercise their entitlements.

Rehabilitation costs
Rehabilitation provision represents the accrued cost required to provide adequate restoration and rehabilitation upon the
completion of production activities. These amounts will be settled when rehabilitation is undertaken, generally at the end
of a project's life, which ranges from two to in excess of 50 years with the majority of the costs expected to be incurred in
the final years of the underlying mining operations.

Onerous contracts
Upon acquisition of Xstrata (see note 25), Glencore recognised a liability of $1,937 million related to assumed contractual
take or pay commitments for securing coal logistics capacity at fixed prices and quantities higher than the acquisition
date forecasted usage and prevailing market price. The provision will be released to costs of goods sold as the
underlying commitments are incurred.

23. PERSONNEL COSTS AND EMPLOYEE BENEFITS
Total personnel costs, which include salaries, wages, social security, other personnel costs and share-based payments,
incurred for the years ended 31 December 2013 and 2012, were $5,012 million and $2,013 million, respectively.

Personnel costs related to consolidated industrial subsidiaries of $4,157 million (2012: $1,368 million) are included in cost
of goods sold. Other personnel costs, including the deferred bonus and performance share plans, are included in selling
and administrative expenses and the phantom equity awards are included in other expense.

The Company and certain subsidiaries sponsor various pension schemes in accordance with local regulations and
practices. Eligibility for participation in the various plans is either based on completion of a specified period of continuous
service, or date of hire. The plans provide for certain employee and employer contributions, ranging from 5% to 16% of
annual salaries, depending on the employee's years of service. Among these schemes are defined contribution plans as
well as defined benefit plans.

Defined contribution plans
Glencore's contributions under these plans amounted to $145 million in 2013 (2012: $28 million).

Defined benefit plans
The Company operates defined benefit plans in various countries, the main locations being Canada, Switzerland, UK
and the US. Approximately 80% of the present value of obligations accrued to date relates to the defined benefit plans in
Canada, which are pension plans that provide benefits to members in the form of a guaranteed level of pension payable
for life. Glencore also operates post-employment medical benefit plans, principally in Canada, which provide coverage
for prescription drugs, medical, dental, hospital and life insurance to eligible retirees.

The majority of benefit payments are from trustee-administered funds; however, there are also a number of unfunded
plans where Glencore meets the benefit payments as they come due. Plan assets held in trusts are governed by local
regulations and practices in each country. Responsibility for governance of the plans – overseeing all aspects of the
plans including investment decisions and contribution schedules – lies with Glencore. Glencore has set up committees to
assist in the management of the plans and has also appointed experienced, independent professional experts such as
investment managers, actuaries, custodians, and trustees.

On 1 January 2013, Glencore applied the amendments to IAS 19, retrospectively from 1 January 2012. The amendments
require all actuarial gains and losses to be recognised immediately in other comprehensive income and the expected
return on plan assets (recognised in the consolidated statement of income) to be calculated based on the rate used to
discount the defined benefit obligations. As a result, Glencore recognised $164 million of unrecognised actuarial losses
as at 1 January 2012, increasing the post-retirement benefits provision with a corresponding adjustment to shareholders'
equity and an associated deferred tax impact. In 2012, the impact of these restatements is an additional income of $20
million before tax ($14 million after tax), offset by a corresponding adjustment of the actuarial losses recognised in
comprehensive income. The adoption had no impact on cash flows and an immaterial impact on basic and diluted
earnings per share.

Impact on consolidated statement of financial position due to change of IAS 19:

                                               Post-   Deferred tax   Retained   
                                          retirement      liability   earnings   
US$ million                              benefits(1)                             
Balance as reported at 1 January 2012             61          1,399      4,039   
Effect of amendments to IAS 19                   164           (47)      (117)   
Restated balance at 1 January 2012               225          1,352      3,922   
Balance as reported at 31 December 2012           93          2,955      5,375   
Effect of amendments to IAS 19                   176           (49)      (127)   
Restatement(2)                                    15              –          –   
Restated balance at 31 December 2012             284          2,906      5,248   

(1) See note 22.
(2) Comprises adjustments to the fair value calculations in relation to the acquisition of Viterra (see note 25).

The movement in the defined benefit obligation and fair value of plan assets of pension plans over the year is as follows:

                                               Note   Present value   Fair value of  Post retirement
                                                         of defined     plan assets         benefits
                                                            benefit
US$ million                                              obligation
1 January 2013 (Restated)                                       631           (347)              284
Current service cost                                             75               –               75
Past service cost – plan amendments                             (1)               –              (1)
Past service cost – curtailment                                 (4)               –              (4)
Interest expense/(income)                                       142           (101)               41
Total expense/(income) recognised in                            212           (101)              111
consolidated statement of income
(Gain) on plan assets, excluding amounts                          –           (100)            (100)
included in interest expense – net
Loss from change in demographic                                  20               –               20
assumptions
(Gain) from change in financial assumptions                   (441)               –            (441)
Loss from actuarial experience                                   10               –               10
Change in asset ceiling, excluding amounts                       48               –               48
included in interest expenses
Actuarial (gains) recognised in                               (363)           (100)            (463)
consolidated statement of comprehensive income
Employer contributions                                            –           (176)            (176)
Employee contributions                                            2             (2)                –
Benefits paid directly by the company                          (26)              26                –
Benefits paid from plan assets                                (176)             176                –
Net cash (outflow)/inflow                                     (200)              24            (176)
Assumed in business combinations                 22           4,562         (3,291)            1,271
Exchange differences                                          (199)             152             (47)
Other                                                         4,363         (3,139)            1,224
31 December 2013                                              4,643         (3,663)              980

                                                 Note   Present value of   Fair value of   Post retirement   
                                                         defined benefit     plan assets          benefits   
US$ million                                                   obligation                                     
1 January 2012 (Restated)                                            509           (284)               225   
Current service cost                                                  24               –                24   
Past service cost – plan amendments                                  (1)               –               (1)   
Settlement                                                           (7)               7                 -   
Interest expense/(income)                                             21            (12)                 9   
Total expense/(income) recognised in                                  37             (5)                32   
consolidated statement of income                                                                             
(Gain) on plan assets, excluding amounts                               –            (20)              (20)   
included in interest expense                                                                                 
Loss from change in demographic                                       31               –                31   
assumptions                                                                                                  
Loss from actuarial experience                                        11               –                11   
Change in asset ceiling, excluding                                     3               –                 3   
amounts included in interest expenses                                                                        
Actuarial losses/(gains) recognised in                                45            (20)                25   
consolidated statement of comprehensive income                                                               
Employer contributions                                                 –            (38)              (38)   
Employee contributions                                                 1             (1)                 –   
Benefits paid from plan assets                                      (13)              13                 –   
Net cash (outflow)                                                  (12)            (26)              (38)   
Assumed in business combinations(1)                22                 34               –                34   
Exchange differences                                                  18            (12)                 6   
Other                                                                 52            (12)                40   
31 December 2012 (Restated)                                          631           (347)               284   

(1) Comprises adjustments to the fair value calculations in relation to the acquisition of Viterra (see note 25).

The Group expects to make a contribution of $228 million (2012: $38 million) to the defined benefit plans during the next
financial year.

The present value of defined benefit obligations accrued to date in Canada represents the majority for the Company. The
breakdown below provides details of the Canadian plans for both the balance sheet and the weighted average duration
of the defined benefit obligation as at 31 December 2013. The defined benefit obligation of any other of the Group's
defined benefit plans as at 31 December 2013 does not exceed $189 million.

US$ million                                                        Canada   Other     Total   
Present value of defined benefit obligation                         3,749     894     4,643   
of which: amounts owing to active members                           1,028     500     1,528   
of which: amounts owing to not active members                         100     186       286   
of which: amounts owing to pensioners                               2,621     208     2,829   
Fair value of plan assets                                         (3,034)   (629)   (3,663)   
Net defined benefit liability at 31 December 2013                     715     265       980   
Weighted average duration of defined benefit obligation - years        12      18        13   

The actual return on plan assets amounted to a gain of $50 million (2012: gain of $40 million).

The plan assets consist of the following:
US$ million                                  2013  2012
Securities quoted in an active market
Cash and short-term investments                91     4
Fixed income                                1,900   161
Equities                                    1,496   132
Other(1)                                      176    50
Total                                       3,663   347

(1) Includes securities in non-active markets in the amount of $50 million (2012: $21 million).

The fair value of plan assets includes no amounts relating to any of Glencore's own financial instruments or any of the
property occupied by or other assets used by Glencore. For many of the plans, representing a large portion of the global
plan assets, asset-liability matching strategies are in place. Here the fixed-income assets are being invested broadly in
alignment with the duration of the plan liabilities, and the proportion allocated to fixed-income assets is raised when the
plan funding level increases.

Through its defined benefit plans, Glencore is exposed to a number of risks, the most significant of which are detailed
below:

Asset volatility: The plan liabilities are calculated using a discount rate set with reference to corporate bond yields; if plan
assets underperform this yield, this will create a deficit. The funded plans hold a significant proportion of equities, which
are expected to outperform bonds in the long-term while contributing volatility and risk in the short-term. Glencore
believes that due to the long-term nature of the plan liabilities, a level of continuing equity investment is an appropriate
element of Glencore's long-term strategy to manage the plans efficiently.

Change in bond yields: A decrease in corporate bond yields will increase plan liabilities, although this will be partially
offset by an increase in the value of the plans' bond holdings.

Inflation risk: Some of the plans' benefit obligations are linked to inflation, and higher inflation will lead to higher liabilities,
although, in most cases, caps on the level of inflationary increases are in place to protect the plan against extreme
inflation.

Life expectancy: The majority of the plans' obligations are to provide benefits for the life of the member, so increases in
life expectancy will result in an increase in the plan's liability.

Salary increases: Some of the plans' benefit obligations related to active members are linked to their salaries. Higher
salary increases will therefore tend to lead to higher plan liabilities.

The principal weighted-average actuarial assumptions used were as follows:

                           2013   2012
Discount rate              4.6%   3.6%
Future salary increases    3.1%   3.0%
Future pension increases   0.4%   1.0%

Mortality assumptions are based on the latest available standard mortality tables for the individual countries concerned.
As at 31 December 2013, these tables imply expected future lifetimes, in years, for employees aged 65, 16 to 24 years
for males (2012: 18 to 24) and 20 to 26 years for females (2012: 20 to 25). The assumptions for each country are
reviewed each year and are adjusted where necessary to reflect changes in fund experience and actuarial
recommendations.

The sensitivity of the defined benefit obligation to changes in principal assumptions as at 31 December 2013 is set out
below. The effects on each plan of a change in an assumption are weighted proportionately to the total plan obligations
to determine the total impact for each assumption presented.

                                          Increase/(decrease)     Increase/(decrease)   Increase/ (decrease)
                                        in pension obligation   in pension obligation  in pension obligation
                                                                  
                                                                                                       Total
US$ million                                            Canada                   Other
Discount rate
 Increase by 100 basis points                           (396)                   (138)                  (534)
 Decrease by 100 basis points                             457                     179                    636
Rate of future salary increase
 Increase by 100 basis points                              20                      43                     63
 Decrease by 100 basis points                            (19)                    (38)                   (57)
Rate of future pension benefit increase
 Increase by 100 basis points                               7                      51                     58
 Decrease by 100 basis points                             (6)                    (39)                   (45)
Life expectancy
 Increase in longevity by 1 year                           98                      14                    112

24. ACCOUNTS PAYABLE
                                           2013          2012
US$ million                                     (Restated)(1)
Trade payables                           21,815        19,922
Trade advances from buyers                  640           546
Associated companies                        648         1,552
Other payables and accrued liabilities    2,938         1,513
Total                                    26,041        23,533

(1) Comprises adjustments to the fair value calculations in relation to the acquisition of Viterra (see note 25).

25. ACQUISITION AND DISPOSAL OF SUBSIDIARIES
2013 Acquisitions

In 2013 Glencore acquired controlling interests in Xstrata and other immaterial entities. The net cash used in the
acquisition of subsidiaries and the fair value of the assets acquired and liabilities assumed at the date of acquisition are
detailed below:

                                                    Xstrata       Fair value         Total          Other        Total
                                           provisional fair      adjustments       Xstrata    fair values  fair values
                                                  values as           to the   fair values
                                             reported at 30      provisional
US$ million                                       June 2013       allocation
Non-current assets
Property, plant and equipment                        44,030          (2,649)        41,381            194       41,575
Intangible assets                                     2,214              100         2,314              6        2,320
Investments in associates and joint ventures         10,108              132        10,240              –       10,240
Advances and loans(1)                                 1,987            (824)         1,163              –        1,163
Deferred tax asset                                      864            (611)           253              –          253
                                                     59,203          (3,852)        55,351            200       55,551
Current assets
Inventories                                           6,047               21         6,068             47        6,115
Accounts receivable1                                  3,632               61         3,693             38        3,731
Other financial assets                                  483               35           518              –          518
Cash and cash equivalents                             1,690              (6)         1,684              1        1,685
Assets held for sale                                      –            3,616         3,616              –        3,616
                                                     11,852            3,727        15,579             86       15,665
Non-controlling interest(2)                         (1,118)              194         (924)            (9)        (933)
Non-current liabilities
Borrowings                                         (17,260)            (327)      (17,587)            (4)     (17,591)
Deferred income                                       (898)             (75)         (973)              –        (973)
Deferred tax liabilities                            (4,373)              103       (4,270)           (32)      (4,302)
Other financial liabilities                           (610)              285         (325)            (9)        (334)
Provisions                                          (7,480)              168       (7,312)           (14)      (7,326)
                                                   (30,621)              154      (30,467)           (59)     (30,526)
Current liabilities
Borrowings                                          (1,884)              158       (1,726)           (17)      (1,743)
Accounts payable                                    (5,157)              176       (4,981)           (30)      (5,011)
Deferred income                                        (52)             (21)          (73)              –         (73)
Provisions                                            (169)             (46)         (215)              –        (215)
Other financial liabilities                            (93)                2          (91)              –         (91)
Liabilities held for sale                                 -            (314)         (314)              –        (314)
                                                    (7,355)             (45)       (7,400)           (47)      (7,447)
Total fair value of net assets acquired              31,961              178        32,139            171       32,310
Goodwill arising on acquisition(3)                   12,658            (178)        12,480             30       12,510
Less: amounts previously recognised through        (15,142)                –      (15,142)              –     (15,142)
investments and loans
Less: Fair value of ordinary shares issued         (29,094)                –      (29,094)              –     (29,094)
Less: Fair value of share based awards                (383)                –         (383)              –        (383)
Less: cash and cash equivalents acquired            (1,690)                6       (1,684)            (1)      (1,685)
Acquisition related costs                                38              237           275              –          275
Net cash (received from)/used in                    (1,652)              243       (1,409)            200      (1,209)
acquisition of subsidiaries

(1) There is no material difference between the gross contractual amounts for loans and advances and accounts receivable and their fair value.
(2) Non-controlling interest measured at its percentage of net assets acquired.
(3) The goodwill arising on acquisition is not deductible for tax purposes.

Xstrata
On 2 May 2013, Glencore completed its acquisition of the remaining 66% (which it did not previously own) of the issued
and outstanding equity of Xstrata, a leading global diversified mining group, for consideration of $29.5 billion. The
acquisition was completed through an all share exchange which gave Xstrata shareholders 3.05 Glencore shares for
every Xstrata share, valuing Xstrata's equity at approximately $44.6 billion.

The acquisition of Xstrata creates a unique global natural resources group, well positioned to seize opportunities in a
world where trends continue to evolve towards a new global map, reflecting the degree to which changes are unfolding
relating to where natural resources are consumed and supplied, especially as a result of demand from and emerging
supply growth in developing economies.

The fair value adjustments to the previously reported provisional values primarily related to valuation of fixed assets,
deferred tax assets, rehabilitation and other provisions and the classification of Las Bambas as an operation held for sale
at acquisition (see note 15).

The fair values are provisional due to the complexity of the valuation process. The finalisation of the fair value of the
acquired assets and liabilities will be completed in the first half of 2014. It is expected that further adjustments may be
made to the allocation of value between fixed asset classes, deferred taxes, rehabilitation and other provisions and
goodwill.

If the acquisition had been effective 1 January 2013, the operations would have contributed additional revenue of $9,443
million and an increase in attributable income of $259 million. From the date of acquisition, the operations contributed
$16,769 million and $1,485 million of revenue and attributable income, respectively.

Other
Other acquisitions primarily consist of the acquisition on 26 February 2013 of an 89.5% controlling interest in Orion
Minerals LLC, an entity holding two operations in northern Kazakhstan, for cash consideration of $175 million. If the other
acquisitions had taken place effective 1 January 2013, the operations would have contributed additional revenue of $4
million and additional attributable income of $1 million. From the date of acquisition, the other acquisitions contributed
$51 million and $7 million to Glencore's revenue and attributable income, respectively.

2013 Disposals
In 2013 Glencore disposed of controlling interests in various businesses that were acquired as part of the Viterra
business combination in December 2012. The carrying value of the assets and liabilities over which control was lost and
net cash received from these disposals are detailed below:

                                              Dakota Growers   Joe White   Total   
US$ million                                    Pasta Company    Maltings           
Property, plant and equipment                            320         355     675   
Intangible assets                                         42           1      43   
Inventories                                               35          23      58   
Accounts receivable                                       24          38      62   
Cash and cash equivalents                                  3           –       3   
Deferred tax liabilities                                (40)           –    (40)   
Accounts payable                                        (21)        (33)    (54)   
Financial liabilities                                      –         (3)     (3)   
Total carrying value of net assets disposed              363         381     744   
Cash and cash equivalents received                       366         381     747   
Less: cash and cash equivalent disposed                  (3)           –     (3)   
Total consideration received                             363         381     744   
Gain/(loss) on disposal                                    –           –       –   

2012 Acquisitions
                                           Viterra(1)  Mutanda(2) Optimum(2)     Rosh      European   Other     Total
US$ million                                                                  Pinah(2)  Manganese(1)
Non-current assets
Property, plant and equipment                   2,890      3,496      1,311       231           58     259      8,245
Intangible assets                                  67          –      1,096         –            –       –      1,163
Investments in associates                          73          –          –         1            –       –         74
Advances and loans                                  6         11        175         –            –       –        192
Deferred tax asset                                  1          –          –         –            5       –          6
                                                3,037      3,507      2,582       232           63     259      9,680
Current assets
Inventories                                     1,570        223         50        13          127      44      2,027
                    
Accounts receivable(3)                          1,083         99         57         8           85      11      1,343
Cash and cash equivalents                       1,097         38         25         8           16      11      1,195
Assets held for sale                            2,712          –          –         –            –       –      2,712
                                                6,462        360        132        29          228      66      7,277
Non-controlling interest(4)                         –      (807)      (460)      (28)            –    (28)    (1,323)
Non-current liabilities
Borrowings                                      (592)        (5)       (99)       (1)            –     (1)      (698)
Deferred income                                     –          –      (591)         –            –       –      (591)
Deferred tax liabilities                        (230)      (882)      (335)      (56)            –    (25)    (1,528)
Other liabilities                                   –        (6)        (9)         –            –       –       (15)
Provisions                                      (147)        (7)      (235)      (10)            –    (40)      (439)
                                                (969)      (900)    (1,269)      (67)            –    (66)    (3,271)
Current liabilities
Borrowings                                    (1,222)          –        (6)         –          (2)       –    (1,230)
Accounts payable                              (1,528)      (152)      (100)      (16)        (113)    (43)    (1,952)
Deferred income                                     –          –       (97)         –            –       –       (97)
Provisions                                       (13)          –          –         –            –       –       (13)
Liabilities held for sale                       (416)          –          –         –            –       –      (416)
                                              (3,179)      (152)      (203)      (16)        (115)    (43)    (3,708)
Total fair value of net assets acquired         5,351      2,008        782       150          176     188      8,655
Goodwill arising on acquisition(5)                829          –          –         –            –       –        829
Less: amounts previously recognised through         –      1,528        381         –            –      51      1,960
investments and loans
Less: cash and cash equivalents acquired        1,097         38         25         8           16      11      1,195
Acquisition related costs(6)                                                                                      120
Net cash used in acquisition of subsidiaries    5,083        442        376       142          160     126      6,449
Less: asset acquirer loans                    (2,580)          –          –         –            –       –    (2,580)
Net cash outflow                                2,503        442        376       142          160     126      3,869

(1) During the year 2013 the fair values of the assets acquired and liabilities assumed as reported in 31 December 2012 have been revised as outlined in
    the respective tables below.
(2) During the year 2013 the acquisition accounting has been finalised with no material adjustments made to the provisional acquisition accounting as
    reported at 31 December 2012.
(3) There is no material difference between the gross contractual amounts for loans and advances and accounts receivable and their fair value.
(4) Non-controlling interest measured at its percentage of net assets acquired.
(5) The goodwill arising on acquisition is not deductible for tax purposes.
(6) Includes $58 million related to the Viterra acquisition.

Viterra
On 17 December 2012, Glencore completed the acquisition of a 100% interest in Viterra Inc., a leading global agricultural
commodity business for a net cash consideration of $6.2 billion ($3.6 billion net of assets acquirer loans).

As part of the acquisition, Glencore entered into agreements with Agrium and Richardson which provided for the on-sale
of certain assets of Viterra which were completed in 2013.

Agrium acquired assets which comprised the majority of Viterra's retail agri-products business including its 34% interest
in Canadian Fertilizer Limited ("CFL") for $1,505 million in cash, which includes negative $242 million of operating
adjustments. Richardson acquired 23% of Viterra's Canadian grain handling assets, certain agri-centres and certain
processing assets in North America for $926 million in cash, which includes $126 million of operating adjustments.

Agrium and Richardson advanced the agreed consideration to Glencore upon closing of the Viterra acquisition (classified
as Asset acquirer loans). The businesses acquired have been presented in single line items as assets and liabilities held
for sale (see note 15). Upon closing of the divestitures in 2013, the relevant net assets were transferred to Agrium and
Richardson and set off against the asset acquirer loans.

The acquisition of Viterra brings Glencore critical mass in the key grain markets of North America through Viterra's
substantial Canadian operations and greatly expands Glencore's existing operations in Australia. This acquisition is
consistent with Glencore's strategy to enhance its position as a leading participant in the global grain and oil seeds
markets. It has been accounted for as a business combination.

If the acquisition had taken place effective 1 January 2012, the operation would have contributed additional revenue of
$12,816 million and an increase in attributable income of $264 million. From the date of acquisition the operation
contributed $5 million and $898 million to Glencore's attributable income and revenue, respectively for the year ended 31
December 2012.

Glencore incurred acquisition related costs of $54 million and a realised foreign currency gain of $65 million on Canadian
dollar hedges entered into in May in expectation of the acquisition (both items included within other expense – net, see
note 4).

The below fair value adjustments to the previously reported provisional values relate to adjustments to the fair value
calculations for the assets held for sale and selected storage units in the New Zealand business.

                                          Provisional fair             Fair value       Total
                                        values as reported     adjustments to the
                                            at 31 December            provisional
US$ million                                           2012             allocation
Property, plant and equipment                        2,505                    385       2,890
Intangible assets                                      102                   (35)          67
Investments in Associates                               76                    (3)          73
Loans and advances                                       6                      –           6
Deferred tax asset                                       1                      –           1
Non-current assets                                   2,690                    347       3,037
Inventories                                          1,572                    (2)       1,570
Accounts receivable                                  1,063                     20       1,083
Cash and cash equivalents                            1,097                      –       1,097
Assets held for sale                                 2,677                     35       2,712
Current assets                                       6,409                     53       6,462
Borrowings                                           (592)                      –       (592)
Deferred tax liabilities                             (279)                     49       (230)
Provisions                                           (114)                   (33)       (147)
Non-current liabilities                              (985)                     16       (969)
Borrowings                                         (1,222)                      –     (1,222)
Accounts payable                                   (1,496)                   (32)     (1,528)
Provisions                                             (6)                    (7)        (13)
Liabilities held for sale                            (461)                     45       (416)
Current liabilities                                (3,185)                      6     (3,179)
Total fair value of net assets acquired              4,929                    422       5,351
Goodwill arising on acquisition                      1,251                  (422)         829
Less: Cash and cash equivalents acquired             1,097                      –       1,097
Less: Asset acquirer loans                           2,580                      –       2,580
Net cash outflow                                     2,503                      –       2,503

Mutanda
In April 2012, Glencore concluded its agreement to acquire an additional 20% interest in Mutanda, a copper and cobalt
mining company located in the Democratic Republic of the Congo, for a total cash consideration of $480 million (equity of
$420 million and shareholder debt of $60 million) thereby increasing its ultimate ownership in Mutanda from 40% to 60%
and enhancing its attributable copper production base. Prior to acquisition, Glencore owned a 40% interest in Mutanda
which, in accordance with IFRS 3, at the date of acquisition was revalued to its fair value of $837 million and as a result,
a gain of $517 million was recognised in other expense – net (see note 4). The acquisition has been accounted for as a
business combination with the non-controlling interest being measured at its percentage of net assets acquired.

If the acquisition had taken place effective 1 January 2012, the operation would have contributed additional revenue of
$236 million and additional attributable income of $9 million. From the date of acquisition the operation contributed $23
million and $533 million to Glencore's attributable income and revenue, respectively for the year ended 31 December
2012.

In addition to the acquisition of the 20% interest in Mutanda noted above, Glencore concurrently entered into a put and
call option arrangement, whereby Glencore had the right to acquire and the seller has the ability to force Glencore to
acquire an additional 20% interest in Mutanda for a total cash consideration of $430 million. The present value of the put
option ($419 million) at the time was accounted in other financial liability with the corresponding amount recognised
against non-controlling interest. Glencore exercised this option in December 2013.

Optimum
In March 2012, Glencore acquired an additional 31.8% interest in Optimum, a South African coal mining company, for a
total consideration of $401 million thereby increasing its ultimate ownership in Optimum from 31.2% to 63.0% and
enhancing its existing South African coal market presence. Prior to acquisition, Glencore owned a 31.2% interest in
Optimum which, in accordance with IFRS 3, at the date of acquisition was revalued to its fair value of $381 million and as
a result, a loss of $20 million was recognised in other expense – net (see note 4). The acquisition has been accounted
for as a business combination with the non-controlling interest being measured at its percentage of net assets acquired.

If the acquisition had taken place effective 1 January 2012, the operation would have contributed additional revenue of
$196 million and additional attributable income of $19 million. From the date of acquisition the operation contributed $27
million and $541 million to Glencore's attributable income and revenue, respectively for the year ended 31 December
2012.

Rosh Pinah
In June 2012, Glencore completed the acquisition of an 80.1% interest in Rosh Pinah, a Namibian zinc and lead mining
operation, for a cash consideration of $150 million increasing our zinc and lead production footprint. The acquisition has
been accounted for as a business combination with the non-controlling interest being measured at its percentage of net
assets acquired.

If the acquisition had taken place effective 1 January 2012, the operation would have contributed additional revenue of
$78 million and a decrease in attributable income of $2 million. From the date of acquisition the operation contributed $1
million and $51 million to Glencore's attributable income and revenue, respectively for the year ended 31 December
2012.

European Manganese
In November 2012, Glencore completed the acquisition of a 100% interest in Vale's European manganese ferroalloys
operations, located in Dunkirk, France and Mo I Rana, Norway, for a cash consideration of $190 million. This is the first
time that Glencore has expanded into manganese production, strengthening its marketing offer and complementing
existing production of steel-making products. The acquisition has been accounted for as a business combination.

If the acquisition had taken place effective 1 January 2012, the operation would have contributed additional revenue of
$303 million and a decrease in attributable income of $18 million. From the date of acquisition the operation contributed
$49 million to revenue and a reduction in attributable income of $7 million for the year ended 31 December 2012.

The fair value adjustments recorded during 2013 relate to final purchase price adjustments agreed with Vale.

                                               Provisional fair values   Fair value adjustments   Total   
                                                     as reported at 31       to the provisional           
US$ million                                              December 2012               allocation           
Property, plant and equipment                                       72                     (14)      58   
Deferred tax asset                                                   5                        –       5   
Inventories                                                        127                        –     127   
Accounts receivable(1)                                              85                        –      85   
Cash and cash equivalents                                           16                        –      16   
Current borrowings                                                 (2)                        –     (2)   
Accounts payable                                                 (113)                        –   (113)   
Total fair value of net assets acquired                            190                     (14)     176   
Less: cash and cash equivalents acquired                            16                        –      16   
Net cash used in acquisition of subsidiaries                       174                     (14)     160   

(1) There is no material difference between the gross contractual amounts for accounts receivable and their fair value.

Other
Other comprises primarily an acquisition of a 100% interest in a sunseed crushing operation in Ukraine for a cash
consideration of $80 million. If the acquisitions had taken place effective 1 January 2012, the operations would have
contributed additional revenue of $2 million and a decrease in attributable income of $1 million. From the date of
acquisition the operation contributed $1 million and $16 million to Glencore's attributable income and revenue,
respectively for the year ended 31 December 2012.

2012 Disposals
In December 2012, Glencore disposed of its 100% interest in Chemoil Storage Limited (part of Chemoil Group), which
owned and operated the Helios Terminal, for a cash consideration of $287 million.

US$ million                                   Total   
Property, plant and equipment                   279   
Accounts receivable                               1   
Cash and cash equivalents                         2   
Non-current borrowings                          (7)   
Deferred tax liabilities                        (7)   
Current borrowings                              (1)   
Total carrying value of net assets disposed     267   
Cash and cash equivalents received              287   
Less: cash and cash equivalents disposed of     (2)   
Total consideration received                    285   
Gain on disposal                                 20   

26. FINANCIAL AND CAPITAL RISK MANAGEMENT
Financial risks arising in the normal course of business from Glencore's operations comprise market risk (including
commodity price risk, interest rate risk and currency risk), credit risk (including performance risk) and liquidity risk. It is
Glencore's policy and practice to identify and, where appropriate and practical, actively manage such risks to support its
objectives in managing its capital and future financial security and flexibility. Glencore's overall risk management
program focuses on the unpredictability of financial markets and seeks to protect its financial security and flexibility by
using derivative financial instruments where possible to substantially hedge these financial risks. Glencore's finance and
risk professionals, working in coordination with the commodity departments, monitor, manage and report regularly to
senior management and the Board of Directors on the approach and effectiveness in managing financial risks along with
the financial exposures facing the Group.

Glencore's objectives in managing its capital attributable to equity holders include preserving its overall financial health
and strength for the benefit of all stakeholders, maintaining an optimal capital structure in order to provide a high degree
of financial flexibility at an attractive cost of capital and safeguarding its ability to continue as a going concern, while
generating sustainable long-term profitability. Paramount in meeting these objectives is maintaining an investment grade
credit rating status. Following the Xstrata and Viterra acquisitions, Glencore's current credit ratings are Baa2 (stable)
from Moody's and BBB (stable) from S&P.

Dividend policy
The Company intends to pursue a progressive dividend policy with the intention of maintaining or increasing its total
ordinary dividend each year. Dividends are expected to be declared by the Board semi-annually (with the half-year
results and the preliminary full-year results). Interim dividends are expected to represent approximately one-third of the
total dividend for any year. Dividends will be declared and paid in U.S. dollars, although Shareholders will be able to elect
to receive their dividend payments in Pounds Sterling, Euros or Swiss Francs based on the exchange rates in effect
around the date of payment. Shareholders on the Hong Kong branch register will receive their dividends in Hong Kong
dollars, while shareholders on the JSE will receive their dividends in South African Rand.

Commodity price risk
Glencore is exposed to price movements for the inventory it holds and the products it produces which are not held to
meet priced forward contract obligations and forward priced purchase or sale contracts. Glencore manages a significant
portion of this exposure through futures and options transactions on worldwide commodity exchanges or in over the
counter (OTC) markets, to the extent available. Commodity price risk management activities are considered an integral
part of Glencore's physical commodity marketing activities and the related assets and liabilities are included in other
financial assets from and other financial liabilities to derivative counterparties, including clearing brokers and exchanges.
Whilst it is Glencore's policy to substantially hedge its commodity price risks, there remains the possibility that the
hedging instruments chosen may not always provide effective mitigation of the underlying price risk. The hedging
instruments available to the marketing businesses may differ in specific characteristics to the risk exposure to be hedged,
resulting in an ongoing and unavoidable basis risk exposure. Residual basis risk exposures represent a key focus point
for Glencore's commodity department teams who actively engage in the management of such.

Value at risk
One of the tools used by Glencore to monitor and limit its primary market risk exposure, principally commodity price risk
related to its physical marketing activities, is the use of a value at risk (VaR) computation. VaR is a risk measurement
technique which estimates the potential loss that could occur on risk positions as a result of movements in risk factors
over a specified time horizon, given a specific level of confidence and based on a specific price history. The VaR
methodology is a statistically defined, probability based approach that takes into account market volatilities, as well as
risk diversification by recognising offsetting positions and correlations between commodities and markets. In this way,
risks can be measured consistently across markets and commodities and risk measures can be aggregated to derive a
single risk value. Glencore's Board has set a consolidated VaR limit (one day 95% confidence level) of $100 million
representing less than 0.5% of total equity, which it reviews annually.

Glencore uses a VaR approach based on Monte Carlo simulations and is computed at a 95% confidence level with a
weighted data history for both a one day and a 5 day time horizon.

Position sheets are regularly distributed and monitored and daily Monte Carlo (and historical) simulations are applied to
the various business groups' net marketing positions to determine potential future losses. As at 31 December 2013,
Glencore's 95%, one day market risk VaR was $35 million (2012: $49 million). Average market risk VaR (one day 95%
confidence level) during 2013 was $32 million (2012: $40 million).

VaR does not purport to represent actual gains or losses in fair value on earnings to be incurred by Glencore, nor does
Glencore claim that these VaR results are indicative of future market movements or representative of any actual impact
on its future results. VaR should always be viewed in the context of its limitations; notably, the use of historical data as a
proxy for estimating future events, market illiquidity risks and tail risks. Glencore recognises these limitations, and thus
complements its VaR analysis by analysing forward looking stress scenarios and back testing calculated VaR against
estimated movements arising in the next business day and week.

Glencore's VaR computation currently covers its business in the key base metals (including aluminium, nickel, zinc,
copper, lead), coal, iron ore, oil-/natural gas and the main risks in the agricultural products business segment (grain, oil
seeds, sugar and cotton) and assesses the open priced positions which are those subject to price risk, including
inventories of these commodities. Due to the lack of a liquid terminal market, Glencore does not include a VaR
calculation for products such as alumina, molybdenum, cobalt, freight and some risk associated with concentrates as it
does not consider the nature of these markets, to be suited to this type of analysis. Alternative measures are used to
monitor exposures related to these products.

Net present value at risk
Glencore's future cash flows related to its forecast energy, metals and minerals and agricultural production activities are
also exposed to commodity price movements. Glencore manages this exposure through a combination of portfolio
diversification, occasional shorter-term hedging via futures and options transactions, insurance products and continuous
internal monitoring, reporting and quantification of the underlying operations' estimated cash flows and valuations.

Interest rate risk
Glencore is exposed to various risks associated with the effects of fluctuations in the prevailing levels of market interest
rates on its assets and liabilities and cash flows. Matching of assets and liabilities is utilised as the dominant method to
hedge interest rate risks, other methods include the use of interest rate swaps and similar derivative instruments.

Floating rate debt which is predominantly used to fund fast turning working capital (interest is internally charged on the
funding of this working capital) is primarily based on US$ LIBOR plus an appropriate premium. Accordingly, prevailing
market interest rates are continuously factored into transactional pricing and terms.

Assuming the amount of floating rate liabilities at the reporting period end were outstanding for the whole year, interest
rates were 50 basis points higher/lower and all other variables held constant, Glencore's income and equity for the year
ended 31 December 2013 would decrease/increase by $105 million (2012: $109 million).

Currency risk
The US dollar is the predominant functional currency of the Group. Currency risk is the risk of loss from movements in
exchange rates related to transactions and balances in currencies other than the U.S. dollar. Such transactions include
operating expenditure, capital expenditure and to a lesser extent purchases and sales in currencies other than the
functional currency. Purchases or sales of commodities concluded in currencies other than the functional currency, apart
from certain limited domestic sales at industrial operations which act as a hedge against local operating costs, are
ordinarily hedged through forward exchange contracts. Consequently, foreign exchange movements against the U.S.
dollar on recognised transactions would have an immaterial financial impact. Glencore enters into currency hedging
transactions with leading financial institutions.

Glencore's debt related payments (both principal and interest) are denominated in or swapped using hedging
instruments into U.S. dollars. Glencore's operating expenses, being a small portion of its revenue base, are incurred in a
mix of currencies of which the U.S. Dollar, Swiss Franc, Pound Sterling, Canadian Dollar, Australian Dollar, Euro,
Kazakhstan Tenge, Colombian Peso and South African Rand are the predominant currencies.

Glencore has issued Euro, Swiss Franc and sterling denominated bonds (see note 20). Cross currency swaps were
concluded to hedge the currency risk on the principal and related interest payments of these bonds. These contracts
were designated as cash flow hedges of the foreign currency risks associated with the bonds. The fair value of these
derivatives is as follows:

                                         Notional amounts      Recognised fair values           Average
US$ million                                 Buy         Sell    Assets         Liabilities   maturity(1)
Cross currency swap agreements – 2013         –       16,658      167                   –          2018
Cross currency swap agreements – 2012         –        9,039        –                  82          2017
1 Refer to note 20 for details.

Credit risk
Credit risk arises from the possibility that counterparties may not be able to settle obligations due to Glencore within their
agreed payment terms. Financial assets which potentially expose Glencore to credit risk consist principally of cash and
cash equivalents, receivables and advances, derivative instruments and non-current advances and loans. Glencore's
credit management process includes the assessment, monitoring and reporting of counterparty exposure on a regular
basis. Glencore's cash and cash equivalents are placed overnight with a diverse group of highly credit rated financial
institutions. Credit risk with respect to receivables and advances is mitigated by the large number of customers
comprising Glencore's customer base, their diversity across various industries and geographical areas, as well as
Glencore's policy to mitigate these risks through letters of credit, netting, collateral and insurance arrangements where
appropriate. Additionally, it is Glencore's policy that transactions and activities in trade related financial instruments be
concluded under master netting agreements or long form confirmations to enable offsetting of balances due to/from a
common counterparty in the event of default by the counterparty. Glencore actively and continuously monitors the credit
quality of its counterparties through internal reviews and a credit scoring process, which includes, where available, public
credit ratings. Balances with counterparties not having a public investment grade or equivalent internal rating are typically
enhanced to investment grade through the extensive use of credit enhancement products, such as letters of credit or
insurance products. Glencore has a diverse customer base, with no customer representing more than 2.5% (2012: 3%)
of its trade receivables (on a gross basis taking into account credit enhancements) or accounting for more than 3.0% of
its revenues over the year ended 2013 (2012: 2%).

The maximum exposure to credit risk, without considering netting agreements or without taking account of any collateral
held or other credit enhancements, is equal to the carrying amount of Glencore's financial assets plus the guarantees to
third parties and associates (see note 31).

Performance risk
Performance risk arises from the possibility that counterparties may not be willing or able to meet their future contractual
physical sale or purchase obligations to/from Glencore. Glencore undertakes the assessment, monitoring and reporting
of performance risk within its overall credit management process. Glencore's market breadth, diversified supplier and
customer base as well as the standard pricing mechanism in the majority of Glencore's commodity portfolio which does
not fix prices beyond three months, with the main exceptions being coal and cotton where longer-term fixed price
contracts are common, ensure that performance risk is adequately mitigated. The commodity industry has trended
towards shorter fixed price contract periods, in part to mitigate against such potential performance risk, but also due to
the development of more transparent and liquid spot markets, e.g. coal and iron ore and associated derivative products
and indexes.

Liquidity risk
Liquidity risk is the risk that Glencore is unable to meet its payment obligations when due, or that it is unable, on an
ongoing basis, to borrow funds in the market on an unsecured or secured basis at an acceptable price to fund actual or
proposed commitments. Prudent liquidity risk management implies maintaining sufficient cash and cash equivalents and
availability of adequate committed funding facilities. Glencore has set itself an internal minimum liquidity target to
maintain at all times, including via available committed undrawn credit facilities of $3 billion (2012: $3 billion). Glencore's
credit profile, diversified funding sources and committed credit facilities, ensure that sufficient liquid funds are maintained
to meet its liquidity requirements. As part of its liquidity management, Glencore closely monitors and plans for its future
capital expenditure and proposed investments, as well as credit facility refinancing/extension requirements, well ahead of
time.

As at 31 December 2013, Glencore had available committed undrawn credit facilities, cash and marketable securities
amounting to $12,878 million (2012: $9,018 million). The maturity profile of Glencore's financial liabilities based on the
contractual terms is as follows:

2013                                After 5 years   Due 3–5   Due 2–3   Due 1–2   Due 0–1 year         Total   
US$ million                                           years     years     years                                
Borrowings                                 13,124     9,111    11,832     4,657         16,461        55,185   
Expected future interest payments           7,907     1,557     1,175     1,326          1,722        13,687   
Accounts payable                                –         –         –         –         26,041        26,041   
Other financial liabilities                     –         –         –         –          3,410         3,410   
Total                                      21,031    10,668    13,007     5,983         47,634        98,323   
Current assets                                                                          58,542        58,542
   
2012                                After 5 years   Due 3–5   Due 2–3   Due 1–2   Due 0–1 year         Total   
US$ million                                           years     years     years                (Restated)(1)   
Borrowings                                  4,680     2,757     2,312     9,279         16,498        35,526   
Expected future interest payments             417       684       662       927          1,067         3,757   
Viterra assets acquirer loans                   –         –         –         –          2,580         2,580   
Accounts payable                                –         –         –         –         23,533        23,533   
Other financial liabilities                     –         –         –         –          3,388         3,388   
Total                                       5,097     3,441     2,974    10,206         47,066        68,784   
Current assets                                                                          54,112        54,112   

(1) Comprises adjustments to the fair value calculations in relation to the acquisition of Viterra (see note 25).

27. FINANCIAL INSTRUMENTS
Fair value of financial instruments
The following tables present the carrying values and fair values of Glencore's financial instruments. Fair value is the price
that would be received to sell an asset or paid to transfer a liability in an orderly transaction in the principal (most
advantageous) market at the measurement date under current market conditions. Where available, market values have
been used to determine fair values. When market values are not available, fair values have been calculated by
discounting expected cash flows at prevailing market interest and exchange rates. The estimated fair values have been
determined using market information and appropriate valuation methodologies, but are not necessarily indicative of the
amounts that Glencore could realise in the normal course of business.

The financial assets and liabilities are presented by class in the tables below at their carrying values, which generally
approximate to the fair values with the exception of $55,185 million (2012: $35,526 million) of borrowings, the fair value
of which at 31 December 2013 was $56,735 million (2012: $36,371 million) based on observable market prices applied to
the borrowing portfolio (a Level 2 fair value measurement).

2013                                                  Carrying  Available for     FVtPL2     Total
US$ million                                           value(1)           sale
Assets
                   
Other investments(3)                                         –            394        529       923
Advances and loans                                       4,095              –          –     4,095
Accounts receivable                                     24,536              –          –    24,536
Other financial assets (see note 28)                         –              –      2,904     2,904                                                    
Cash and cash equivalents and marketable securities(4)       –              –      2,885     2,885
Total financial assets                                  28,631            394      6,318    35,343
Liabilities
Borrowings                                              55,185              –          –    55,185
Non-current other financial liabilities (see note 28)        –              –      1,044     1,044
Accounts payable                                        26,041              –          –    26,041
Other financial liabilities (see note 28)                    –              –      2,366     2,366
Total financial liabilities                             81,226              –      3,410    84,636

(1) Carrying value comprises investments, loans, accounts receivable, accounts payable and other liabilities measured at amortised cost.
(2) FVtPL – Fair value through profit and loss – held for trading.
(3) Other investments of $772 million are classified as Level 1 measured using quoted market prices with the remaining balance of $151 million being
    investments in private companies whose fair value cannot be reliably measured which are carried cost.
(4) Classified as Level 1, measured using quoted exchange rates and/or market prices.

2012                                                 Carrying  Available for   FVtPL(2)          Total
US$ million                                          value(1)           sale             (Restated)(3)
Assets
Other investments(4)                                        –            840        749          1,589
Advances and loans                                      3,758              –          –          3,758
Accounts receivable                                    24,902              –          –         24,902
Other financial assets (see note 28)                        –              –      2,650          2,650
Cash and cash equivalents and marketable securities(5)      –              –      2,820          2,820
Total financial assets                                 28,660            840      6,219         35,719

Liabilities
Borrowings                                             35,526              –          –         35,526
Viterra asset acquirer loans                            2,580              –          –          2,580
Accounts payable                                       23,533              –          –         23,533
Other financial liabilities (see note 28)                   –              –      3,388          3,388
Total financial liabilities                            61,639              –      3,388         65,027

(1)  Carrying value comprises investments, loans, accounts receivable, accounts payable and other liabilities measured at amortised cost.
(2)  FVtPL – Fair value through profit and loss – held for trading.
(3)  Comprises adjustments to the fair value calculations in relation to the acquisition of Viterra (see note 25).
(4)  Other investments of $1,414 million are classified as Level 1 measured using quoted market prices with the remaining balance of $175 million being
     investments in private companies whose fair value cannot be reliably measured which are carried cost.
(5)  Classified as Level 1, measured using quoted exchange rates and/or market prices.

Offsetting of financial assets and liabilities
In accordance with IAS 32 the Group reports financial assets and liabilities on a net basis in the consolidated statement
of financial position only if there is a legally enforceable right to set off the recognised amounts and there is intention to
settle on a net basis, or to realise the asset and settle the liability simultaneously. The financial assets and liabilities
subject to offsetting, enforceable master netting and similar agreements as at 31 December 2013 were as follows:
                                                                                                                               Total as
                                                                                                                       presented in the
                                                                                                             Amounts       consolidated
                                                                                                         not subject       statement of
2013                               Amounts eligible for set off            Related amounts not set off    to netting          financial
US$ million                            under netting agreements              under netting agreements     agreements           position

                               Gross        Amounts       Net     Financial    Financial         Net
                              amount         offset    amount   instruments   collateral      amount
                    
Derivative assets(1)           4,001        (2,905)     1,096         (237)        (262)         597           1,808              2,904                         
Derivative liabilities(1)    (3,624)          2,905     (719)           237          285       (197)         (1,647)            (2,366)

(1) Presented within current other financial assets and current other financial liabilities.

For the financial assets and liabilities subject to enforceable master netting or similar arrangements above, each
agreement between the Group and the counterparty allows for net settlement of the relevant financial assets and
liabilities when both elect to settle on a net basis. In the absence of such an election, financial assets and liabilities may
be settled on a gross basis, however, each party to the master netting or similar agreement will have the option to settle
all such amounts on a net basis in the event of default of the other party. Per the terms of each agreement, an event of
default includes failure by a party to make payment when due, failure by a party to perform any obligation required by the
agreement (other than payment) if such failure is not remedied within periods of 30 to 60 days after notice of such failure
is given to the party or bankruptcy.

28. FAIR VALUE MEASUREMENTS
Fair values are primarily determined using quoted market prices or standard pricing models using observable market
inputs where available and are presented to reflect the expected gross future cash in/outflows. Glencore classifies the
fair values of its financial instruments into a three level hierarchy based on the degree of the source and observability of
the inputs that are used to derive the fair value of the financial asset or liability as follows:

Level 1 Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that Glencore can
assess at the measurement date; or

Level 2 Inputs other than quoted inputs included in Level 1 that are observable for the assets or liabilities, either directly
or indirectly; or

Level 3 Unobservable inputs for the assets or liabilities, requiring Glencore to make market based assumptions.
Level 1 classifications primarily include futures with a tenor of less than one year and options that are exchange traded,
whereas Level 2 classifications primarily include futures with a tenor greater than one year, over the counter options,
swaps and physical forward transactions which derive their fair value primarily from exchange quotes and readily
observable broker quotes. Level 3 classifications primarily include physical forward transactions which derive their fair
value predominately from models that use broker quotes and applicable market based estimates surrounding location,
quality and credit differentials and financial liabilities linked to the fair value of certain mining operations. In circumstances
where Glencore cannot verify fair value with observable market inputs (Level 3 fair values), it is possible that a different
valuation model could produce a materially different estimate of fair value.

It is Glencore's policy that transactions and activities in trade related financial instruments be concluded under master
netting agreements or long form confirmations to enable balances due to/from a common counterparty to be offset in the
event of default, insolvency or bankruptcy by the counterparty.

The following tables show the fair values of the derivative financial instruments including trade related financial and
physical forward purchase and sale commitments by type of contract and non-current other financial liabilities as at 31
December 2013 and 2012. Other assets and liabilities which are measured at fair value on a recurring basis are
marketing inventories, other investments, cash and cash equivalents and marketable securities. Refer to notes 12 and 27
for disclosures in connection with these fair value measurements. There are no non-recurring fair value measurements.

Other financial assets                                                               
2013                                           Level 1   Level 2   Level 3   Total   
US$ million                                                                          
Commodity related contracts                                                          
Futures                                            444       261         –     705   
Options                                             26         2         –      28   
Swaps                                               65        94         –     159   
Physical forwards                                    –       701       481   1,182   
Financial contracts                                                                  
Cross currency swaps                                 –       519         –     519   
Foreign currency and interest rate contracts       297        14         –     311   
Total                                              832     1,591       481   2,904 
  
2012                                           Level 1   Level 2   Level 3   Total   
US$ million                                                                          
Commodity related contracts                                                          
Futures                                            564       141         –     705   
Options                                             27         –         4      31   
Swaps                                               75       304         –     379   
Physical forwards                                   12       778       485   1,275   
Financial contracts                                                                  
Cross currency swaps                                 –       152         –     152   
Foreign currency and interest rate contracts        63        45         –     108   
Total                                              741     1,420       489   2,650   
Other financial liabilities                                                        
  
2013                                           Level 1   Level 2   Level 3   Total   
US$ million                                                                          
Commodity related contracts                                                          
Futures                                            542        84         –     626   
Options                                             15         4        31      50   
Swaps                                               27        72         –      99   
Physical forwards                                    9       572       266     847   
Financial contracts                                                                  
Cross currency swaps                                 –       512         –     512   
Foreign currency and interest rate contracts       191        41         –     232   
Current other financial liabilities                784     1,285       297   2,366   
Non-current other financial liabilities                                              
Non-discretionary dividend obligation(1)             –         –       359     359  
Put option over non-controlling interest(2)          –         –       685     685   
Non-current other financial liabilities              –         –     1,044   1,044   
Total                                              784     1,285     1,341   3,410   

(1) A ZAR denominated derivative liability of $325 million payable to ARM Coal, one of the Group's principal coal joint operations based in South Africa, was
    assumed through the acquisition of Xstrata (see note 25). It was subsequently revalued to its fair value of $359 million as at 31 December 2013. The
    liability arises from ARM Coal's rights as an investor to a share of agreed free cash flows from certain coal operations in South Africa and is valued
    based on those cash flows using a risk adjusted discount rate. The derivative liability is settled over the life of those operations and has no fixed
    repayment date and is not cancellable within 12 months.
(2) A put option over the remaining 31% of Mutanda is exercisable in two equal tranches in July 2016 and July 2018. The exercise price of the put option is
    subject to the fair value of Mutanda at the date of exercise, see note 33.

2012                                           Notes   Level 1   Level 2   Level 3   Total   
US$ million                                                                                  
Commodity related contracts                                                                  
Futures                                                    712       283         –     995   
Options                                                     96         1        37     134   
Swaps                                                       25       267         –     292   
Physical forwards                                           14       439       393     846   
Financial contracts                                                                          
Cross currency swaps                                         –       633         –     633   
Foreign currency and interest rate contracts                48        21         –      69   
Put option over non-controlling interest          25         –         –       419     419   
Total                                                      895     1,644       849   3,388   

The following table shows the net changes in fair value of Level 3 other financial assets and other financial liabilities:

                                                     Notes   Physical   Options   Loans and     Total   
US$ million                                                  forwards                 other   Level 3   
1 January 2012                                                     42      (25)           –        17   
Total gain/(loss) recognised in cost of goods sold                 10      (33)           –      (23)   
Put option over non-controlling interest                25          –     (419)           –     (419)   
Realised                                                           44        21           –        65   
31 December 2012                                                   96     (456)           –     (360)   
1 January 2013                                                     96     (456)           –     (360)   
Business combination                                    25       (13)         –       (359)     (372)   
Total gain/(loss) recognised in cost of goods sold                220      (30)           –       190   
Put option over non-controlling interest                            –     (266)           –     (266)   
Realised                                                         (88)        36           –      (52)   
31 December 2013                                                  215     (716)       (359)     (860)   

During the year no amounts were transferred between Level 1 and Level 2 of the fair value hierarchy and no amounts
were transferred into or out of Level 3 of the fair value hierarchy for either other financial assets or other financial
liabilities.

Some of the Group's financial assets and financial liabilities are measured at fair value at the end of each reporting
period. The following table provides information about how the fair values of these financial assets and financial liabilities
are determined, in particular, the valuation techniques and inputs used.

Fair value of financial assets/financial liabilities                                                               2013               2012
US$ million

Futures – Level 1                                                                       Assets                      444                564
                                                                                     Liabilities                  (542)              (712)
Valuation techniques and key inputs:                   Quoted bid prices in an active market
Significant unobservable inputs:                       None

Futures – Level 2                                                                       Assets                      261                141
                                                                                     Liabilities                   (84)              (283)
Valuation techniques and key inputs:                   Discounted cash flow model
                                                       Inputs include observable quoted prices sourced from exchanges or traded
                                                       reference indices in active markets for identical assets or liabilities. Prices are
                                                       adjusted by a discount rate which captures the time value of money and
                                                       counterparty credit considerations, as required.
Significant unobservable inputs:                       None

Options – Level 1                                                                       Assets                       26                 27
                                                                                     Liabilities                   (15)               (96)
Valuation techniques and key inputs:                   Quoted bid prices in an active market
Significant unobservable inputs:                       None

Options – Level 2                                                                       Assets                        2                  –
                                                                                     Liabilities                    (4)                (1)
Valuation techniques and key inputs:                   Discounted cash flow model
                                                       Inputs include observable quoted prices sourced from exchanges or traded
                                                       reference indices in active markets for identical assets or liabilities. Prices are
                                                       adjusted by a discount rate which captures the time value of money and
                                                       counterparty credit considerations, as required.
Significant unobservable inputs:                       None

Options – Level 3                                                                       Assets                        –                  4
                                                                                     Liabilities                   (31)               (37)
Valuation techniques and key inputs:                   Standard option pricing model
Significant unobservable inputs:                       Prices are adjusted by differentials, as required, including:
                                                       -    Volatility; and
                                                       -    Credit risk.
                                                       These significant unobservable inputs generally represent 2% - 20% of the
                                                       overall value of the instruments. These differentials move in symmetry with
                                                       each other, e.g a decrease in volatility leads to a decrease in credit risk,
                                                       resulting in no material change in the underlying value.

Swaps – Level 1                                                                         Assets                       65                 75
                                                                                     Liabilities                   (27)               (25)
Valuation techniques and key inputs:                   Quoted bid prices in an active market
Significant unobservable inputs:                       None

Swaps – Level 2                                                                          Assets                      94                304
                                                                                      Liabilities                  (72)              (267)
Valuation techniques and key inputs:                   Discounted cash flow model
                                                       Inputs include observable quoted prices sourced from exchanges or traded
                                                       reference indices in active markets for identical assets or liabilities. Prices are
                                                       adjusted by a discount rate which captures the time value of money and
                                                       counterparty credit considerations, as required.
Significant unobservable inputs:                       None

Fair value of financial assets/financial liabilities                                                 2013               2012
US$ million

Physical Forwards – Level 1                                                 Assets                       –                12
                                                                         Liabilities                    (9)              (14)
Valuation techniques and key inputs:     Quoted bid prices in an active market
Significant unobservable inputs:         None

Physical Forwards – Level 2                                                 Assets                    701                778
                                                                         Liabilities                 (572)              (439)
Valuation techniques and key inputs:     Discounted cash flow model
                                         Inputs include observable quoted prices sourced from exchanges or traded
                                         reference indices in active markets for identical assets or liabilities. Prices are
                                         adjusted by a discount rate which captures the time value of money and
                                         counterparty credit considerations, as required.
Significant unobservable inputs:         None

Physical Forwards – Level 3                                                 Assets                    481                485
                                                                         Liabilities                 (266)              (393)
Valuation techniques and key inputs:     Discounted cash flow model
Significant unobservable inputs:         Prices are adjusted by differentials, as required, including:
                                         -    Quality;
                                         -    Geographic location;
                                         -    Local supply & demand;
                                         -    Customer requirements; and
                                         -    Counterparty credit considerations.
                                         These significant unobservable inputs generally represent 2% - 50% of the
                                         overall value of the instruments. These differentials are generally symmetrical
                                         with an increase/decrease in one input resulting in an opposite movement in
                                         another input, resulting in no material change in the underlying value.

Cross currency swaps – Level 2                                              Assets                    519                152
                                                                         Liabilities                 (512)              (633)
Valuation techniques and key inputs:     Discounted cash flow model
                                         Inputs include observable quoted prices sourced from exchanges or traded
                                         reference indices in active markets for identical assets or liabilities. Prices are
                                         adjusted by a discount rate which captures the time value of money and
                                         counterparty credit considerations, as required.
Significant unobservable inputs:         None

Foreign currency and interest rate contracts – Level 1                      Assets                    297                 63
                                                                         Liabilities                 (191)               (48)
Valuation techniques and key inputs:     Quoted bid prices in an active market
Significant unobservable inputs:         None

Foreign currency and interest rate contracts – Level 2                      Assets                      14                45
                                                                         Liabilities                   (41)              (21)
Valuation techniques and key inputs:     Discounted cash flow model
                                         Inputs include observable quoted prices sourced from exchanges or traded
                                         reference indices in active markets for identical assets or liabilities. Prices are
                                         adjusted by a discount rate which captures the time value of money and
                                         counterparty credit considerations, as required.
Significant unobservable inputs:         None

Fair value of financial assets/financial liabilities                                                                2013               2012
US$ million
Non-discretionary dividend obligation – Level 3                                           Assets                      –                  –
                                                                                       Liabilities                 (359)                 –
Valuation techniques:                                  Discounted cash flow model
Significant observable inputs:                         -   Forecast commodity prices; and
                                                       -   Discount rates using weighted average cost of capital methodology.

Significant unobservable inputs                        -     Production models;
                                                       -     Operating costs; and
                                                       -     Capital expenditures.
                                                       The resultant liability is essentially a discounted cash flow valuation of the
                                                       underlying mining operation. Increases/decreases in forecast commodity prices
                                                       will result in an increase/decrease to the value of the liability though this will be
                                                       partially offset by associated increases/decreases in the assumed production
                                                       levels, operating costs and capital expenditures which are inherently linked to
                                                       forecast commodity prices. There are no reasonable changes in assumptions
                                                       which would result in a material change to the fair value of the underlying
                                                       liability.

Put option over non-controlling interest – Level 3                          Assets                      –                  –
                                                                         Liabilities                 (685)              (419)
Valuation techniques:                    Discounted cash flow model
Significant observable inputs:           -   Forecast commodity prices
                                         -   Discount rates using weighted average cost of capital methodology

Significant unobservable inputs          -     Production models;
                                         -     Operating costs; and
                                         -     Capital expenditures.
                                         The resultant liability is essentially a discounted cash flow valuation of the
                                         underlying mining operation. Increases/decreases in forecast commodity prices
                                         will result in an increase/decrease to the value of the liability though this will be
                                         partially offset by associated increases/decreases in the assumed production
                                         levels, operating costs and capital expenditures which are inherently linked to
                                         forecast commodity prices. There are no reasonable changes in assumptions
                                         which would result in a material change to the fair value of the underlying
                                         liability.

29. AUDITORS' REMUNERATION                                                                           
US$ million                                                                            2013   2012   
Remuneration in respect of the audit of Glencore's consolidated financial statements      7      4   
Other audit fees, primarily in respect of audits of accounts of subsidiaries             24     13   
Audit-related assurance services(1)                                                       5      2   
Total audit and related assurance fees                                                   36     19   
Corporate finance services                                                                1      6   
Taxation compliance services                                                              2      3   
Other taxation advisory services                                                          6      2   
Other assurance services                                                                  1      –   
Other services                                                                            3      2   
Total non-audit-fees                                                                     13     13   
Total professional fees                                                                  49     32   

(1) Audit-related assurance services primarily related to interim reviews of the Group's half year accounts and quarterly accounts of the Group's publicly
    listed subsidiaries.

30. FUTURE COMMITMENTS
Capital expenditure for the acquisition of property, plant and equipment, with the exception of major expansion or
development programs, is generally funded through the cash flow generated by the respective industrial entities. As at 31
December 2013, $2,817 million (2012: $756 million), of which 74% (2012: 63%) relates to expenditure to be incurred
over the next year, was contractually committed for the acquisition of property, plant and equipment.

Certain of Glencore's exploration tenements and licenses require it to spend a minimum amount per year on
development activities, a significant portion of which would have been incurred in the ordinary course of operations. As at
31 December 2013, $623 million (2012: $343 million) of such development expenditures are to be incurred, of which
55% (2012: 41%) are for commitments to be settled over the next year.

Glencore procures seagoing vessels/chartering services to meet its overall marketing objectives and commitments. At
year end, Glencore has committed to future hire costs to meet future physical delivery and sale obligations and
expectations of $1,035 million (2012: $1,419 million) of which $578 million (2012: $596 million) are with associated
companies. 56% (2012: 55%) of the total charters are for services to be received over the next two years.
As part of Glencore's ordinary sourcing and procurement of physical commodities and other ordinary marketing
obligations, the selling party may request that a financial institution act as either a) the paying party upon the delivery of
product and qualifying documents through the issuance of a letter of credit or b) the guarantor by way of issuing a bank
guarantee accepting responsibility for Glencore's contractual obligations. As at 31 December 2013, $13,886 million
(2012: $10,509 million) of such commitments have been issued on behalf of Glencore, which will generally be settled
simultaneously with the payment for such commodity.

Glencore has entered into various operating leases mainly as lessee for office and warehouse/storage facilities. Rental
expenses for these leases totalled respectively $203 million and $99 million for the years ended 31 December 2013 and
2012. Future net minimum lease payments under non-cancellable operating leases are as follows:

US$ million             2013   2012   
Within 1 year            105    110   
Between 2 and 5 years    216    213   
After 5 years            114    160   
Total                    435    483   

Glencore has entered into finance leases for various plant and equipment items, primarily vessels and machinery. Future
net minimum lease payments under finance leases together with the future finance charges are as follows:

                                                           Undiscounted          Present value of
                                                 minimum lease payments    minimum lease payments
US$ million                                        2013            2012     2013             2012
Within 1 year                                        70              62       49               48
Between 1 and 5 years                               276             188      188              146
After 5 years                                       201             109      156               87
Total minimum lease payments                        547             359      393              281
Less: amounts representing finance lease charges    154              78        –                –
Present value of minimum lease payments             393             281      393              281

31. CONTINGENT LIABILITIES

The amount of corporate guarantees in favour of third parties as at 31 December 2013 was $Nil (2012: $46 million). Also
see note 10.

The Group is subject to various claims which arise in the ordinary course of business as detailed below. These
contingent liabilities are reviewed on a regular basis and where practical an estimate is made of the potential financial
impact on the Group. As at 31 December 2013 it was not practical to make such an assessment.

Litigation
Certain legal actions, other claims and unresolved disputes are pending against Glencore. Whilst Glencore cannot
predict the results of any litigation, it believes that it has meritorious defences against those actions or claims. Glencore
believes the likelihood of any material liability arising from these claims to be remote and that the liability, if any, resulting
from any litigation will not have a material adverse effect on its consolidated income, financial position or cash flows.

Environmental contingencies
Glencore's operations, mainly those arising from the ownership in industrial investments, are subject to various
environmental laws and regulations. Glencore is in material compliance with those laws and regulations. Glencore
accrues for environmental contingencies when such contingencies are probable and reasonably estimable. Such
accruals are adjusted as new information develops or circumstances change. Recoveries of environmental remediation
costs from insurance companies and other parties are recorded as assets when the recoveries are virtually certain. At
this time, Glencore is unaware of any material environmental incidents at its locations.

Tax audits
Glencore assesses its liabilities and contingencies for all tax years open to audit based upon the latest information
available. For those matters where it is probable that an adjustment will be made, the Group records its best estimate of
these tax liabilities, including related interest charges. Inherent uncertainties exist in estimates of tax contingencies due
to complexities of interpretation and changes in tax laws. Whilst Glencore believes it has adequately provided for the
outcome of these matters, future results may include favourable or unfavourable adjustments to these estimated tax
liabilities in the period the assessments are made, or resolved. The final outcome of tax examinations may result in a
materially different outcome than assumed in the tax liabilities.

32. RELATED PARTY TRANSACTIONS
In the normal course of business, Glencore enters into various arm's length transactions with related parties (including
Xstrata pre-acquisition and Century), including fixed price commitments to sell and to purchase commodities, forward
sale and purchase contracts, agency agreements and management service agreements. Outstanding balances at period
end are unsecured and settlement occurs in cash (see notes 11, 13, and 24). There have been no guarantees provided
or received for any related party receivables or payables.

All transactions between Glencore and its subsidiaries are eliminated on consolidation along with any unrealised profits
and losses between its subsidiaries and associates. Glencore entered into the following transactions with its associates:

US$ million            2013       2012
Sales1                1,863      1,661
Purchases2          (4,365)   (10,244)                
Interest income(3)       24         24
Interest expense          –        (1) 
Agency income(4)         33         95

(1) Includes pre-acquisition sales to Xstrata which comprise 28% of the balance (2012: 52%).
(2) Includes pre-acquisition purchases from Xstrata which comprise 84% of the balance (2012: 89%).
(3) Includes pre-acquisition interest income from Xstrata which comprise 7% of the balance (2012: 19%).
(4) Includes pre-acquisition agency income from Xstrata which comprise 91% of the balance (2012: 93%).

33. PRINCIPAL SUBSIDIARIES WITH MATERIAL NON-CONTROLLING INTERESTS
Non-controlling interest is comprised of the following:
US$ million                                                           2013    2012
Kazzinc                                                              1,436   1,388
Mutanda                                                              (105)     406
Optimum                                                                313     432
Alumbrera                                                              279       –
Other1                                                               1,269     808
Total                                                                3,192   3,034

(1) Other comprises various subsidiaries in which no individual balance attributable to non-controlling interests is material.

Summarised financial information in respect of Glencore's subsidiaries that have material non-controlling interest,
reflecting 100% of the underlying subsidiary's relevant figures, is set out below.

US$ million                                           Kazzinc   Mutanda   Optimum   Alumbrera   
31 December 2013                                                                                
Non-current assets                                      4,841     4,694     1,927         475   
Current assets                                          1,106       586        87         641   
Total assets                                            5,947     5,280     2,014       1,116   
Non-current liabilities                                   814     3,790       827         295   
Current liabilities                                       408       977       180         263   
Total liabilities                                       1,222     4,767     1,007         558   
Net assets                                              4,725       513     1,007         558   
Equity attributable to owners of the Company            3,289       618       681         279   
Non-controlling interests                               1,436     (105)       326         279   
Non-controlling interests in %                          30.4%     31.0%     32.4%       50.0%   

2013                                                                                            
Profit for the year                                       150       193        45          13   
Profit attributable to owners of the Company              103       142        30           7   
Profit attributable to non-controlling interests           47        51        15           6   
Other comprehensive income attributable to                  –         –         –           –   
owners of the Company                                                                           
Other comprehensive income attributable to                  –         –         –           –   
non-controlling interests                                                                       
Total comprehensive income for the year                   150       193        45          13   
Dividends paid to non-controlling interests                 –         –         –       (142)   
Net cash inflow from operating activities                 451        68        74          93   
Net cash (outflow) from investing activities            (425)     (185)     (122)        (46)   
Net cash (outflow)/inflow from financing activities      (43)        96        46       (441)   
Total net cash (outflow)                                 (17)      (21)       (2)       (394)   

Mutanda
In July 2013, Glencore completed the merger between Mutanda and Kansuki which was accounted for as an asset
acquisition as the acquired assets and liabilities of Kansuki did not meet the definition of a business. In addition,
Glencore concurrently entered into a put and call option arrangement, whereby Glencore has a right to acquire and the
seller has the ability to force Glencore to acquire the remaining 31% interest in Mutanda at fair market value in two
15.5% tranches in July 2016 and July 2018. The present value of the put option, $685 million at acquisition date, has
been accounted for as within other financial liabilities (see note 28) with the corresponding amount recognised against
non-controlling interest.

US$ million                                                            Kazzinc   Mutanda   Optimum   
31 December 2012                                                                                     
Non-current assets                                                       4,862     3,560     2,347   
Current assets                                                             962       512       112   
Total assets                                                             5,824     4,072     2,459   
Non-current liabilities                                                  1,011     1,681     1,093   
Current liabilities                                                        246       371       173   
Total liabilities                                                        1,257     2,052     1,266   
Net assets                                                               4,567     2,020     1,193   
Equity attributable to owners of the Company                             3,179     1,614       761   
Non-controlling interests                                                1,388       389       432   
Non-controlling interests in %                                           30.4%     40.0%     33.0%   

2012                                                                                                 
Revenue                                                                  2,839       533       541   
Expenses                                                               (2,508)     (509)     (477)   
Profit for the year                                                        331        23        64   
Profit attributable to owners of the Company                               180        17        40   
Profit attributable to non-controlling interests                           151         6        24   
Other comprehensive income attributable to owners of the Company             –         –         –   
Other comprehensive income attributable to non-controlling interests         –         –         –   
Total comprehensive income for the year                                    331        23        64   
Dividends paid to non-controlling interests                                  –         –         –   
Net cash inflow from operating activities                                  303       302       227   
Net cash (outflow) from investing activities                             (342)     (263)     (230)   
Net cash inflow from financing activities                                    1         –        10   
Total net cash (outflow)/inflow                                           (38)        39         7   

Appendix

Reconciliation of selected pro forma financial information

Year ended 31 December 2013
                                                                      Adjusted   Adjusted          Net           Net
                                                                        EBITDA       EBIT       income        income
                                                                                                before         after
                                                                                           significant   significant
US$ million                                                                                      items         items
Reported – before adjustments for certain associates and
joint ventures                                                           9,684      5,635        3,666       (7,402)
Impact of presenting certain associates and joint ventures
on a proportionate consolidation basis                                     782        335            –             –
Reported in the financial review section – after adjustments
for certain associates and joint ventures                               10,466      5,970        3,666       (7,402)
Less: Glencore's pre-acquisition share of Xstrata's earnings             (176)      (176)        (176)         (125)
Add: Xstrata's pre-acquisition earnings on a consolidated basis          2,130        902          536           498
                                      
Add: effect of fair value adjustments(1)                                   651        738          561           528
Less: Deferred tax impact                                                    –          –          (4)             –
                                                    
Add back: Xstrata acquisition goodwill impairment(2)                         –          –            –         7,480
Add back: revaluation of previously held interests in newly-                 –          –            –         1,200
acquired businesses and losses on sale of investment in
associates(2)
                                                                    
Add back: transaction costs directly associated with the acqisition(2)       –          –            –           294
Reported pro forma financial information                                13,071      7,434        4,583         2,473

Year ended 31 December 2012(3)
                                                                Adjusted    Adjusted          Net           Net
                                                                  EBITDA        EBIT       income        income
                                                                                           before         after
                                                                                      significant   significant
US$ million                                                                                 items         items
Reported in the financial review section                            5,943      4,470        3,064         1,004
Less: Glencore's pre-acquisition share of Xstrata's earnings      (1,174)    (1,174)      (1,174)         (299)
Add: Xstrata's pre-acquisition earnings on a consolidated basis     8,109      4,817        3,652         1,180
Add: effect of fair value adjustments                                 208        478          428           428
Add back: transaction costs directly associated with the                –          –            –           379
acquisition2
Reported pro forma financial information                           13,086      8,591        5,970         2,692

(1) The fair value adjustments are determined in accordance with the basis of preparation on page 4. The fair value adjustments for the year ended 31
    December 2013 include the pro forma impact for the four month period prior to acquisition (year ended 31 December 2012: annual period). These
    incorporate adjustments for depreciation, amortisation and onerous contracts, although the largest impact is the reversal of the non-cash inventory uplift
    adjustment of $445 million. Inventories held by Xstrata at the date of acquisition were required to be recognised at fair value under IFRS. This results in
    negligible margins upon the subsequent sale of these inventories. The income impact of fair value uplift on inventory has been excluded from the pro
    forma financial information to accurately present the underlying operating margins and provide more useful information about the performance of the
    Group. The inventory uplift did not impact the pro forma results for the year ended 31 December 2012.
(2) Considered for the purposes of the pro forma to have occurred immediately prior to the commencement of the accounting period.
(3) Pro forma 2012 has been adjusted to reflect the updated year-end fair value acquisition accounting for the acquisitions of Xstrata and Viterra.

Reconciliation of tax charge – pro forma basis                                                                                
                                                                            Marketing         Industrial              Total   
US$ million                                                                activities         activities                      
Adjusted EBIT, pre-significant items                                            2,356              5,078              7,434   
Interest expense allocation                                                     (283)            (1,600)            (1,883)   
Interest income allocation                                                          –                437                437   
Allocated profit before tax                                                     2,073              3,915              5,988   
Adjustments for:                                                                                                              
Russneft interest income                                                            –              (172)              (172)   
Share of income in associates and dividend income                               (100)                 13               (87)   
Allocated profit before tax for the basis                                                                                     
of tax calculation                                                              1,973              3,756              5,729   
Applicable tax rate                                                             10.0%              25.0%              19.8%   
Pre-significant tax charge – on a
proportionate consolidation basis                                                 197                939              1,136  
 
                                                                      Pre-significant                                         
                                                                           tax charge   Significant item   Total tax charge   
Tax charge (credit) on a proportionate                                                                                        
consolidation basis                                                             1,136              (183)                953   
Adjustment in respect of certain associates and
joint ventures tax                                                              (424)                  –              (424)   
Tax charge (credit) on the basis of the pro
forma income statement                                                            712              (183)                529   

Movement in pro forma net debt
US$ million                                                                         31.12.2013
                       
Funds from operations(1)                                                                10,375
Working capital changes, excluding readily marketable inventory movements and other    (1,807)
Payments of non-current advances and loans                                                 285
Acquisition and disposal of subsidiaries, net of asset acquirer loans                      479
Purchase and sale of investments                                                         (144)
Purchase and sale of property, plant and equipment (excl. Las Bambas)                 (11,131)
Purchase and sale of property, plant and equipment – Las Bambas                        (1,734)
Margin payments in respect of financing related hedging activities                         167
Acquisition and disposal of additional interests in subsidiaries                         (489)
Dividends paid and purchase of own shares                                              (2,236)
Cash movement in net debt                                                              (6,235)
Foreign currency revaluation of non-current borrowings and other non-cash items          (115)
Non-cash movement in net debt                                                            (115)
Total movement in net debt                                                             (6,350)
Net debt, beginning of period2                                                        (29,460)
Net debt, end of period                                                               (35,810)

(1) Pro forma FFO is reconciled to the Adjusted reported FFO in the table below.
(2) Pro forma 2012 has been adjusted to reflect the updated year-end fair value acquisition accounting for the acquisitions of Xstrata and Viterra.

FFO reconciliation                                                                                          
US$ million                                    Cash generated        Net   Tax paid    Dividends      FFO   
                                                 by operating   interest                received            
                                            activities before       paid                    from            
                                              working capital                         associates            
                                                      changes                                               
Adjusted reported measure                              10,163    (1,488)      (679)           34    8,030   
Add: Xstrata's pre-acquisition cash flows               2,818      (158)      (315)            –    2,345   
on a consolidated basis                                                                                     
Total                                                  12,981    (1,646)      (994)           34   10,375   


Debt funding allocation between marketing and industrial activities

                            Group             Allocated to                                 Illustrative marketing
                         As at 31   Marketing        Industrial   Allocated to   % debt          Debt        Equity
                         December                                    marketing   funded        funded        funded
US$ million                  2013
Cash, cash equivalents      2,885                             X              –
and marketable
securities
Production inventories      6,108                             X              –
Readily marketable         16,418           X                          16,418       85%        13,955         2,463
inventories
Other inventories             227           X                             227       20%            45           182
Net receivable /          (2,276)           X                         (2,276)       80%       (1,821)         (455)
(payables) excluding
cash margining
Net brokers (cash           1,014           X                           1,014       90%           912           101
margin only)
Net fair value of trade       538           X                             538       85%           458            81
related financial
instruments
Other net assets /          (563)           X                X          (151)       20%          (30)         (121)
(liabilities)
Allocated current          24,351                                      15,770                  13,519         2,251
capital employed
Property, plant and        67,507           X                X          3,060       50%         1,530         1,530
equipment
Investments                13,630                            X              –
Long term advances          4,095           X                X          1,824       20%           365         1,459
and loans
Total capital             109,583                                      20,654                  15,414         5,240
employed including
cash – for debt
allocation purposes
Intangible assets           9,053
Total allocated           118,636
capital employed
including cash
Not allocated(1)         (10,302)
Total capital             108,334
employed
Representing:
Gross debt                 55,185
Equity                     53,149

(1) Not allocated represents deferred tax assets and liabilities, assets and liabilities held for sale, non-current deferred income, non-current provisions and
    non-current financial liabilities.

Glossary of key financial terms and reconciliation of key financial line items

Available committed liquidity                                                   
US$ million                                                    2013      2012   
Cash and cash equivalents and marketable securities           2,885     2,820   
Headline committed syndicated revolving credit facilities    17,340    12,805   
Amount drawn under syndicated revolving credit facilities   (5,702)   (5,881)   
Amounts drawn under U.S. commercial paper program           (1,645)     (726)   
Total                                                        12,878     9,018   

Adjusted current ratio
Current assets before asset held for sale over current liabilities before liabilities held for sale, both adjusted to exclude
current other financial liabilities.

Adjusted EBIT/EBITDA
Adjusted EBIT is revenue less cost of goods sold and selling and administrative expenses plus share of income from
associates and joint ventures, dividend income and the attributable share of underlying adjusted EBIT of certain
associates and joint ventures. Adjusted EBITDA consists of Adjusted EBIT plus depreciation and amortisation.

US$ million                                                       2013        2012   
Revenue                                                        232,694     214,436   
Cost of goods sold                                           (227,145)   (210,435)   
Selling and administrative expenses                            (1,206)       (997)   
Share of associates and joint ventures                             846         367   
Share of associates exceptional items                               51         875   
Dividend income                                                     39          17   
Mark to market valuation on certain contracts                       95         123   
Unrealised intergroup profit elimination                           261          84   
Adjusted EBIT - reported                                         5,635       4,470   
Impact of presenting certain associates and joint ventures         335           –   
on a proportionate consolidation basis                                               
Adjusted EBIT – segmental reporting                              5,970       4,470   
Depreciation and amortisation                                    4,049       1,473   
Impact of presenting certain associates and joint ventures         447           –   
on a proportionate consolidation basis                                               
Adjusted EBITDA – segmental reporting                           10,466       5,943   

Current capital employed
Current capital employed is current assets, presented before assets held for sale, less accounts payable, current
deferred income, current provisions, current other financial liabilities and income tax payable.

Readily marketable inventories
Readily marketable inventories are readily convertible into cash due to their very liquid nature, widely available markets
and the fact that the price is covered either by a physical sale transaction or hedge transaction.

Reconciliation of selected reported financial information to those applying the proportionate consolidation
method to certain associates and joint ventures

For internal reporting and analysis, management evaluates the performance of Antamina copper/zinc mine (34% owned),
Cerrejon coal mine (33% owned) and the Collahuasi copper mine (44% owned) under the proportionate consolidation
method reflecting Glencore's proportionate share of the revenues, expenses, assets and liabilities of these investments.
Below are reconciliations of selected reported financial information to those of applying the proportionate consolidation
method to these investments.

Cash flow related adjustments                                                                                              
                                                                                               Adjustment for   Adjusted   
                                                                                    Reported    proportionate   reported   
US$ million                                                                          measure    consolidation    measure   
Cash generated by operating activities before working capital changes                  8,676                –      8,676   
Addback EBITDA of certain associates and joint ventures                                    –            1,487      1,487   
Cash generated by operating activities before working capital changes                  8,676            1,487     10,163   
Income taxes paid                                                                      (593)             (86)      (679)   
Interest received                                                                         91                –         91   
Interest paid                                                                        (1,589)               10    (1,579)   
Dividend received from associates and joint ventures                                     551            (517)         34   
Funds from operations ("FFO")                                                          7,136              894      8,030   
Working capital changes, excluding readily marketable inventory
inflows and other      (420)            (341)      (761)   
Receipts from/(payments of) non-current advances and loans                               274               11        285   
Net cash used in acquisition of subsidiaries                                           1,209              172      1,381   
Net cash received from disposal of subsidiaries                                          744                –        744   
Purchase of investments                                                                (198)                –      (198)   
Proceeds from sale of investments                                                         54                –         54   
Purchase of property, plant and equipment                                            (8,390)            (520)    (8,910)   
Capital expenditures related to assets held for sale                                 (1,169)                –    (1,169)   
Payments for exploration and evaluation                                                 (28)                –       (28)   
Proceeds from sale of property, plant and equipment                                      258                –        258   
Margin receipts in respect of financing related hedging activities                       167                –        167   
Acquisition of additional interests in subsidiaries                                    (489)                –      (489)   
Return of capital/dividends to non-controlling interests                               (184)                –      (184)   
Proceeds from own shares                                                                  10                –         10   
Dividends paid to equity holders of the parent                                       (2,062)                –    (2,062)   
Cash movement in net debt                                                            (3,088)            (216)    (2,872)   
Net debt                                                                                                                   
                                                                                               Adjustment for   Adjusted   
                                                                                    Reported    proportionate   reported   
US$ million                                                                          measure    consolidation    measure   
Non-current borrowings                                                                38,724               42     38,766   
Current borrowings                                                                    16,461               68     16,529   
Total borrowings                                                                      55,185              110     55,295   
Less: cash and cash equivalents and marketable securities                            (2,885)            (182)    (3,067)   
Less: readily marketable securities                                                 (16,418)                –   (16,418)   
Net debt                                                                              35,882             (72)     35,810   

Reconciliation of tax charge                                                                                     
                                                                           Marketing    Industrial       Total   
US$ million                                                               activities    activities               
Adjusted EBIT, pre-significant items                                           2,356         3,614       5,970   
Interest expense allocation                                                    (283)       (1,475)     (1,758)   
Interest income allocation                                                         –           393         393   
Allocated profit before tax                                                    2,073         2,532       4,605   
Adjustments for:                                                                                                 
Russneft interest income                                                           –         (172)       (172)   
Share of income in associates and dividend income                              (100)         (130)       (230)   
Allocated profit before tax for the basis of tax calculation                   1,973         2,230       4,203   
Applicable tax rate                                                            10.0%         25.0%       18.0%   
Pre-significant tax charge                                                       197           558         755 
  
                                                                                Pre-                             
                                                                     significant tax   Significant   Total tax   
                                                                              charge          item      charge   
Tax charge/(credit) on a proportionate consolidation basis                       755         (172)         583   
Adjustment in respect of certain associates and joint ventures tax             (329)             –       (329)   
Tax charge/(credit) on the basis of the income statement                         426         (172)         254   

Forward looking statements

This document contains statements that are, or may be deemed to be, "forward looking statements" which are prospective in nature.
These forward looking statements may be identified by the use of forward looking terminology, or the negative thereof such as "plans",
"expects" or "does not expect", "is expected", "continues", "assumes", "is subject to", "budget", "scheduled", "estimates", "aims",
"forecasts", "risks", "intends", "positioned", "predicts", "anticipates" or "does not anticipate", or "believes", or variations of such words or
comparable terminology and phrases or statements that certain actions, events or results "may", "could", "should", "shall", "would",
"might" or "will" be taken, occur or be achieved. Such statements are qualified in their entirety by the inherent risks and uncertainties
surrounding future expectations. Forward-looking statements are not based on historical facts, but rather on current predictions,
expectations, beliefs, opinions, plans, objectives, goals, intentions and projections about future events, results of operations, prospects,
financial condition and discussions of strategy.

By their nature, forward looking statements involve known and unknown risks and uncertainties, many of which are beyond
GlencoreXstrata's control. Forward looking statements are not guarantees of future performance and may and often do differ materially
from actual results. Important factors that could cause these uncertainties include, but are not limited to, those discussed in Part III:
"Risk Factors" of the pre-listing statement issued by GlencoreXstrata on 31 October 2013, and under "Principal risks and uncertainties"
in section 1.7 of Glencore's Annual Report 2012 and "Risks and uncertainties" in GlencoreXstrata's Half-Yearly Results 2013.

Neither GlencoreXstrata nor any of its associates or directors, officers or advisers, provides any representation, assurance or guarantee
that the occurrence of the events expressed or implied in any forward-looking statements in this document will actually occur. You are
cautioned not to place undue reliance on these forward-looking statements which only speak as of the date of this document. Other than
in accordance with its legal or regulatory obligations (including under the UK Listing Rules and the Disclosure and Transparency Rules
of the Financial Conduct Authority and the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited and
the Listing Requirements of the Johannesburg Stock Exchange Limited), GlencoreXstrata is not under any obligation and
GlencoreXstrata and its affiliates expressly disclaim any intention, obligation or undertaking to update or revise any forward looking
statements, whether as a result of new information, future events or otherwise. This document shall not, under any circumstances,
create any implication that there has been no change in the business or affairs of GlencoreXstrata since the date of this document or
that the information contained herein is correct as at any time subsequent to its date.

No statement in this document is intended as a profit forecast or a profit estimate and no statement in this document should be
interpreted to mean that earnings per GlencoreXstrata share for the current or future financial years would necessarily match or exceed
the historical published earnings per GlencoreXstrata share.

This document does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or
subscribe for any securities. The making of this document does not constitute a recommendation regarding any securities.

SPONSOR
Absa Bank Limited (acting through its Corporate and Investment Banking Division) 


Date: 04/03/2014 09:05:00 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.

Share This Story