Director Shareholding

BHP Billiton Limited
11 October 2004

     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.


11 October 2004










To:      Australian Stock Exchange               cc:     New York Stock Exchange
                                                            Swiss Stock Exchange
                                                     Johannesburg Stock Exchange
         London Stock Exchange                                     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 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 M Salamon

Date of last notice                               25 November 2003


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                       Direct

Nature of indirect interest

(including registered holder)                     -

Date of change                                    8 October 2004

No. of securities held prior to change            21 849

Class                                             Ordinary shares of US$0.50 of 
                                                  BHP Billiton Plc

Number acquired                                   178 347

Number disposed                                   -

Value/Consideration                               N/A

No. of securities held after change               200 196

Nature of change                                  Acquisition as a consequence
                                                  of shares vesting on 8 October
Example: on-market trade, off-market trade,       2004 from the BHP Billiton Plc
exercise of options, issue of securities          Restricted Share Scheme.
under dividend reinvestment plan, 
participation in buy-back



Any additional information        Mr Salamon has an indirect interest in 955 433    
                                  shares of BHP Billiton Plc. The registered        
                                  holders are KB (CI) Nominees Limited and          
                                  Gardenview Nominees (Pty) Limited as trustees     
                                  of trusts in which Mr Salamon is a potential      
                                  beneficiary.                                      
                                  There is no change to report to the above         
                                  holdings.                                          
  
                                  Mr Salamon as an Executive Director also has a
                                  notifiable interest under United Kingdom
                                  legislation in 3 746 937  shares of BHP 
                                  Billiton Plc, being the balance of shares
                                  held by Billiton ESOP Trustee Limited as 
                                  trustee of the Billiton Employee Share
                                  Ownership Trust.


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                                             -

Period during which or date on which exercisable          -

Total amount paid (if any) for the grant                  -

Description of securities involved:

class; number                                             -

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


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


Total number of securities over           0  - maximum number of shares in BHP
which options or other rights held             Billiton Plc under the Restricted
at the date of this notice                     Share Scheme

                                     95 295  - shares in BHP Billiton Plc under
                                               the Co-Investment Plan

                                    282 762  - Performance Shares in BHP
                                               Billiton Plc under the Group
                                               Incentive Scheme

                                     89 056  - maximum number of Deferred Shares
                                               in BHP Billiton Plc under the 
                                               Group Incentive Scheme

                                   ________

                                    467 113    Total



Any additional information         This notification is in respect of BHP 
                                   Billiton Plc Restricted Share Scheme and
                                   Co-Investment Plan.

                                   The performance conditions attached to the 
                                   BHP Billiton Plc Restricted Share Scheme were
                                   met at the end of the first performance 
                                   period and consequently, a total of 178,347 
                                   shares vested on 8 October 2004. The 
                                   remaining 19,816 shares lapsed on the same 
                                   day.

                                   The first performance period in respect of 
                                   BHP Billiton Plc Co-Investment Plan Awards 
                                   ended on 30 September 2003. Based on the 
                                   performance measured at the end of the first 
                                   performance period, 60% out of a maximum of 
                                   80% Matching Shares were capable of vesting. 
                                   The remaining 20% lapsed. Correspondingly, 
                                   the maximum that can vest at the end of the 
                                   second performance period has also been 
                                   reduced, resulting in a total of 11,911 
                                   Matching Shares lapsed. Mr Salamon did not 
                                   elect to leave the Co-Investment Plan at the 
                                   end of the first performance period and will 
                                   remain in the Plan until October 2005.

                                   Mr Salamon also holds awards of Deferred and 
                                   Performance Shares under the Group Incentive 
                                   Scheme.

Part 4 - Contact details


Name of authorised officers        Mr R V Taylor     - BHP Billiton Limited
responsible for making this 
notification on behalf
of the entities                    Ms E A Hobley     - BHP Billiton Plc
                                                   





Contact details                    Mr R V Taylor     Tel:     [phone]

                                                     Fax:     [phone]

                                   Ms E A Hobley     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: Level 27, 180 Lonsdale Street            Registered Office: Neathouse Place London SW1V 1BH United
Melbourne Victoria 3000                                     Kingdom
Telephone [phone] Facsimile [phone]        Telephone [phone] Facsimile [phone]

                The BHP Billiton Group is headquartered in Australia




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            The company news service from the London Stock Exchange     
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