Rule 8.3- BHP Billiton plc

Aviva PLC
20 February 2008

                                                                        FORM 8.3



    DEALINGS BY PERSONS WITH INTERESTS IN SECURITIES REPRESENTING 1% OR MORE

              (Rule 8.3 of the City Code on Takeovers and Mergers)



1.         KEY INFORMATION


Name of person dealing  (Note 1)             AVIVA PLC AND ITS SUBSIDIARIES
Company dealt in                             BHP BILLITON PLC
Class of relevant security to which the      ORD US$0.50
dealings being disclosed relate (Note 2)
Date of dealing                              19 FEBRUARY 2008



2.         INTERESTS, SHORT POSITIONS AND RIGHTS TO SUBSCRIBE


(a) Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3)


                                                                    Long                  Short
                                                                    Number       (%)      Number   (%)
   (1) Relevant securities                                            25,345,483   1.148%        0        0%
   (2) Derivatives (other than options)                                        0       0%        0        0%
   (3) Options and agreements to purchase/sell                                 0       0%  351,000    0.016%
   Total                                                              25,345,483   1.148%  351,000    0.016%
 (b)  Interests and short positions in relevant securities of the company, other than the class dealt
      in (Note 3)


 Class of relevant security:                                           Long             Short
                                                                       Number    (%)    Number    (%)
(1) Relevant securities                                                        0     0%         0        0%
(2) Derivatives (other than options)                                           0     0%         0        0%
(3) Options and agreements to purchase/sell                                    0     0%         0        0%
Total                                                                          0     0%         0        0%



(c)        Rights to subscribe (Note 3)


Class of relevant security:                  Details






3.         DEALINGS (Note 4)



(a)        Purchases and sales


Purchase/sale                      Number of securities             Price per unit (Note 5)


PURCHASE                           1,820                            GBP16.477802



(b)        Derivatives transactions (other than options)


Product name, e.g.   Long/short (Note 6)      Number of securities (Note 7)      Price per unit (Note 5)
CFD



(c)        Options transactions in respect of existing securities

(i)         Writing, selling, purchasing or varying


Product name,e.g.   Writing,         Number of           Exercise  Type, e.g.    Expiry    Option money
call option         selling,         securities to which price     American,     date      paid/received
                    purchasing,      the option relates            European etc.           per unit (Note
                    varying etc.     (Note 7)                                              5)








(ii)        Exercising


Product name, e.g. call option       Number of securities                Exercise price per unit (Note 5)






(d)        Other dealings (including new securities) (Note 4)


Nature of transaction (Note 8)       Details                             Price per unit (if applicable) (Note
                                                                         5)






4.         OTHER INFORMATION



Agreements, arrangements or understandings relating to options or derivatives



Full details of any agreement, arrangement or understanding between the person
disclosing and any other person relating to the voting rights of any relevant
securities under any option referred to on this form or relating to the voting
rights or future acquisition or disposal of any relevant securities to which any
derivative referred to on this form is referenced.  If none, this should be
stated.



......NONE.....................................................................
...



..............................................................................





Is a Supplemental Form 8 attached? (Note 9)
            YES




Date of disclosure                                             20 FEBRUARY 2008
Contact name                                                   DIANE THIRKETTLE
Telephone number                                               01603 687803
If a connected EFM, name of offeree/offeror with which         N/A
connected
If a connected EFM, state nature of connection (Note 10)       N/A

Notes

The Notes on Form 8.3 can be viewed on the Takeover Panel's website at
www.thetakeoverpanel.org.uk


                                                                        FORM 8.3



    DEALINGS BY PERSONS WITH INTERESTS IN SECURITIES REPRESENTING 1% OR MORE

              (Rule 8.3 of the City Code on Takeovers and Mergers)



1.         KEY INFORMATION


Name of person dealing  (Note 1)             AVIVA PLC AND ITS SUBSIDIARIES
Company dealt in                             BHP BILLITON LIMITED
Class of relevant security to which the      ORD SHARES NPV
dealings being disclosed relate (Note 2)
Date of dealing                              19 FEBRUARY 2008



2.         INTERESTS, SHORT POSITIONS AND RIGHTS TO SUBSCRIBE


(a) Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3)


                                                                     Long                  Short
                                                                     Number       (%)      Number  (%)
   (1) Relevant securities                                             20,926,352   0.623%       0        0%
   (2) Derivatives (other than options)                                         0       0%       0        0%
   (3) Options and agreements to purchase/sell                                  0       0%       0        0%
   Total                                                               20,926,352   0.623%       0        0%
 (b)  Interests and short positions in relevant securities of the company, other than the class dealt
      in (Note 3)


 Class of relevant security:                                           Long             Short
                                                                       Number    (%)    Number    (%)
(1) Relevant securities                                                        0     0%         0        0%
(2) Derivatives (other than options)                                           0     0%         0        0%
(3) Options and agreements to purchase/sell                                    0     0%         0        0%
Total                                                                          0     0%         0        0%



(c)        Rights to subscribe (Note 3)


Class of relevant security:                  Details






3.         DEALINGS (Note 4)



(a)        Purchases and sales


Purchase/sale                      Number of securities             Price per unit (Note 5)


PURCHASE                           29,849                           AUD39.938300

PURCHASE                           802                              AUD39.946796

PURCHASE                           2,352                            AUD39.946798

PURCHASE                           39,642                           AUD39.946800

PURCHASE                           685                              AUD39.946803



(b)        Derivatives transactions (other than options)


Product name, e.g.   Long/short (Note 6)      Number of securities (Note 7)      Price per unit (Note 5)
CFD



(c)        Options transactions in respect of existing securities

(i)         Writing, selling, purchasing or varying


Product name,e.g.   Writing,         Number of           Exercise  Type, e.g.    Expiry    Option money
call option         selling,         securities to which price     American,     date      paid/received
                    purchasing,      the option relates            European etc.           per unit (Note
                    varying etc.     (Note 7)                                              5)








(ii)        Exercising


Product name, e.g. call option       Number of securities                Exercise price per unit (Note 5)






(d)        Other dealings (including new securities) (Note 4)


Nature of transaction (Note 8)       Details                             Price per unit (if applicable) (Note
                                                                         5)






4.         OTHER INFORMATION



Agreements, arrangements or understandings relating to options or derivatives



Full details of any agreement, arrangement or understanding between the person
disclosing and any other person relating to the voting rights of any relevant
securities under any option referred to on this form or relating to the voting
rights or future acquisition or disposal of any relevant securities to which any
derivative referred to on this form is referenced.  If none, this should be
stated.



..............................................................................



..............................................................................





Is a Supplemental Form 8 attached? (Note 9)
            NO




Date of disclosure                                             20 FEBRUARY 2008
Contact name                                                   DIANE THIRKETTLE
Telephone number                                               01603 687803
If a connected EFM, name of offeree/offeror with which         N/A
connected
If a connected EFM, state nature of connection (Note 10)       N/A

Notes

The Notes on Form 8.3 can be viewed on the Takeover Panel's website at
www.thetakeoverpanel.org.uk




                                                             SUPPLEMENTAL FORM 8





                           DETAILS OF OPEN POSITIONS

   (This form should be attached to Form 8.1, Form 8.1(b)(ii) or Form 8.3, as
                                  appropriate)









OPEN POSITIONS (Note 1)


Product name,       Written or      Number of securities   Exercise price   Type, e.g.     Expiry date
                    purchased       to which the option or (Note 2)         American,
e.g. call option                    derivative relates                      European etc.


Call Option         Written         -351,000               GBP17.00         European       18/04/2008



Notes



1. Where there are open option positions or open derivative positions (except
for CFDs), full details should be given.  Full details of any existing
agreements to purchase or to sell  should also be given on this form.



2. For all prices and other monetary amounts, the currency must be stated.






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