Final Share Buy-Back Notice

BHP Billiton Limited
23 November 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.



To:                                                  cc:

Australian Stock Exchange                            Swiss Stock Exchange

London Stock Exchange                                Johannesburg Stock Exchange

                                                     Deutsche Bank

                                                     New York Stock Exchange






                    Off-Market Share Buy-Back - Final Notice

Please find attached, for the information of your markets, a notice in the form
(Appendix 3F) required by the Listing Rules of the Australian Stock Exchange
advising the final number of shares bought back and the total consideration
payable in respect of the off-market share buy-back announced on 5 October 2004.





Yours faithfully

Sam Butcher
Assistant Company Secretary





                                                                       Rule 3.8A


                                      Appendix 3F


                          Final share buy-back notice

                       (except minimum holding buy-back)




        Introduced 1/9/99. Origin: Appendices 7D and 7E. Amended 30/9/2001.


Information and documents given to ASX become ASX's property and may be made
public.



Name of entity                                                    ABN
BHP Billiton Limited                                              49 004 028 077


We (the entity) give ASX the following information.



Description of buy-back



1

Type of buy-back


Selective buy-back on equal access buy-back conditions as modified


Details of all shares bought back



2

Number of shares bought back


180,716,428



3

Total consideration paid or payable for the shares


A$2,271,605,499.96



4

If buy-back is an on-market buy-back - highest and lowest price paid

highest price:

date: N/A





lowest price:

date: N/A







Compliance statement


1.     The company is in compliance with all Corporations Act requirements
relevant to this buy-back.



2.     There is no information that the listing rules require to be disclosed
that has not already been disclosed, or is not contained in, or attached to,
this form.




Sign here:      ............................................................
                Date: ...23 November 2004...


                (Director/Company secretary)


Print name:      ....Sam Butcher....



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 Melbourne  Registered Office: Neathouse Place London SW1V 1BH United
Victoria 3000                                               Kingdom
Telephone [phone] Facsimile [phone]        Telephone [phone] Facsimile [phone]

                            The BHP Billiton Group is headquartered in Australia




                      This information is provided by RNS
            The company news service from the London Stock Exchange