Company Secretariat

3 April 2012

Notification of Change of Interests of

Persons Discharging Managerial Responsibility 

(Listing Rules & Disclosure and Transparency Rules of the UK Listing Authority)

As part of a dual listed company structure, the Group voluntarily notifies all stock exchanges on which either BHP Billiton Limited or BHP Billiton Plc have primary or secondary listings, all those interests of directors and persons discharging managerial responsibilities of both entities in the securities of both entities (and changes to those interests) which are required to be disclosed under the Listing Rules and Disclosure and Transparency Rules of the United Kingdom Listing Authority and the Group's Securities Dealing document.

We (the entities) advise the following information under the UK Listing Authority Disclosure and Transparency Rule 3.1.4 and as agent for the person discharging managerial responsibilities in accordance with the Group's Securities Dealing document.

Part 1 - Change of relevant interests in securities

Included in this Part are:

·   in the case of a trust, interests in the trust made available by the responsible entity of the trust;

·   details of the circumstance giving rise to the relevant interest;

·   details and estimated valuation if the consideration is non-cash; and

·   changes in the relevant interest of Connected Persons of the director.

Part 2 - Change of interests in contracts other than as described in Part 3

Included in this Part are:

·   only details of a contract in relation to which the interest has changed; and

·   details and estimated valuation if the consideration is non-cash.

Part 3 - Change of interests in options or other rights granted by the entities

Included in this Part are only details of options or other rights granted which have changed, save for the total number of securities over which options or other rights are held following this notification.

Part 3 - Change of interests in options or other rights granted by the entities (cont'd)

Part 4 - Contact details

BHP Billiton Limited ABN 49 004 028 077                                                                              BHP Billiton Plc Registration number 3196209
Registered in Australia                                                                                                            Registered in England and Wales

Registered Office:180 Lonsdale Street, Melbourne Victoria 3000 Australia                           Registered Office: Neathouse Place, London SW1V 1BH  UK

                                                                                 Members of the BHP Billiton Group which is headquartered in Australia