Director Shareholding

BHP Billiton Limited
02 September 2002

     BHP Billiton Limited is issuing this announcement to fulfil disclosure
  obligations arising from its secondary listing on the London Stock Exchange.

    The text of this release is identical to that issued by BHP Billiton Plc
                                    earlier.




2 September, 2002


To:      Australian Stock Exchange                                 cc:     New York Stock Exchange
         Companies Announcements Office                                    Swiss Stock Exchange
                                                                           New Zealand Stock Exchange
         London Stock Exchange                                             Johannesburg Stock Exchange
         Companies Announcements Office                                    Paris Bourse
                                                                           Deutsche Bank





     Notification of Change of Interests of Directors and Connected Persons

             (Australian Stock Exchange Listing Rules Appendix 3Y)

Name of entities               BHP Billiton Limited                    BHP Billiton Plc
                               ABN 49 004 028 077                      REG NO 3196029

As part of a dual listed company structure, the BHP Billiton Group has agreed to
adopt the better of the existing governance practices between BHP Billiton Plc
and BHP Billiton Limited. As a result, the Group voluntarily notifies all stock
exchanges on which either BHP Billiton Plc or BHP Billiton Limited have primary
or secondary listings, all those interest of directors of both entities in the
securities of both entities (and changes to those interests) which are required
to be disclosed under the Australian Stock Exchange (ASX) Listing Rules, the
Listing Rules of the United Kingdom Listing Authority, the Australian
Corporations Act, the United Kingdom Companies Act and the Group's Securities
Dealing Code.

We (the entities) advise the following information under ASX Listing Rule
3.19A.2 and as agent for the director for the purposes of section 205G of the
Australian Corporations Act and otherwise in accordance with the foregoing
policy.

Name of director                       Mr P M Anderson

Date of last notice                    29 August 2002





Part 1 - Change of director's relevant interests in securities

Included in this Part are:

  • in the case of a trust, interests in the trust made available by the
    responsible entity of the trust;
  • details of the circumstance giving rise to the relevant interest;
  • details and estimated valuation if the consideration is non-cash; and
  • changes in the relevant interest of Connected Persons of the director.


Direct or indirect interest                        Indirect

Nature of indirect interest                        Registered holder is BHP Billiton Employee Share Plan Pty Ltd on
(including registered holder)                      trust for Mr Anderson

Date of change                                     30 August 2002

No. of securities held prior to change             803 355

Class                                              Ordinary fully paid shares in BHP Billiton Limited

Number acquired                                    229 530

Number disposed

Value/Consideration

No. of securities held after change                1 032 885     indirect

                                                   901 129     direct

                                                   1 934 014

Nature of change                                   Allotment following the exercise by
                                                   Mr Anderson of 100 000 Performance Rights
Example: on-market trade, off-market trade,
exercise of options, issue of securities under
dividend reinvestment plan, participation in
buy-back

Any additional information                         Mr Anderson holds 901 129 ordinary shares in BHP Billiton Limited in
                                                   his own name. This holding remains unchanged.



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

Included in this Part are:

  • only details of a contract in relation to which the interest has changed;
    and
  • details and estimated valuation if the consideration is non-cash.

Detail of contract                                                                      -

Nature of interest                                                                      -

Name of registered holder                                                               -
(if issued securities)

No. and class of securities to which interest related                                   -
prior to change

Interest acquired                                                                       -

Interest disposed                                                                       -

Value/Consideration                                                                     -

Interest after change                                                                   -




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

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

Date of grant                                             1 000 000 Performance Rights (PR's) on

                                                          26.2.99 (no change)

Period during which or date on which exercisable          The PR's became exercisable quarterly (25 000) upon completion
                                                          of service conditions and annually (100 000) on fulfilment of
                                                          performance conditions.
                                                          On cessation of executive office on 1 July 2002 all of the
                                                          remaining PR's at that
                                                          time (400 000) became exercisable.
                                                          Mr Anderson had voluntarily requested
                                                          that 100 000 of the PR's issued in relation to the year ended
                                                          30 June 2002 remain subject to performance conditions. Those
                                                          performance conditions have been met and the PR's exercised.

Total amount paid (if any) for the grant                  Nil


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

Description of securities involved:                Each PR constituted a right to acquire (after adjustment to take
                                                   account of the spin off of OneSteel Limited in October 2000, the
Class; number                                      bonus issue on 5 July 2001 and the spin off of BHP Steel on 1 July
                                                   2002) 2.2953 ordinary shares in BHP Billiton Limited.

Exercise price (if fixed at time of grant) or
indication that price is to be fixed at time of
exercise                                           Nil

Total number of securities over which options or   Mr Anderson holds 1 000 000 (maximum) options over 2 065 100 ordinary
other rights held at the date of this notice       shares in BHP Billiton Limited. There is no change to report in
                                                   respect of these options.

Any additional information                         There are no remaining Performance Rights for Mr Anderson.





Part 4 - Contact details

Name of authorised officers responsible for making Mr R V Taylor - BHP Billiton Limited
this notification on behalf of the entities
                                                   Mrs I Watson - BHP Billiton Plc

Contact details                                    Mr R V Taylor     Tel:     [phone]

                                                                     Fax:     [phone]

                                                   Mrs I Watson      Tel:     [phone]

                                                                     Fax:     [phone]


BHP Billiton Limited ABN 49 004 028 077                     BHP Billiton Plc Registration number 3196209
Registered in Australia                                     Registered in England and Wales
Registered Office: 600 Bourke Street Melbourne Victoria     Registered Office: 1-3 Strand London WC2N 5HA United Kingdom
3000                                                        Telephone [phone] Facsimile [phone]
Telephone [phone] Facsimile [phone]

              The BHP Billiton Group is headquartered in Australia




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