Hillside Smelter Expansion

BHP Billiton Limited
12 February 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.



12th February 2002

Number: 07/02





                    BHP BILLITON APPROVES HILLSIDE ALUMINIUM

                               SMELTER EXPANSION



BHP Billiton today announced approval for the Hillside expansion project
(Hillside 3). The project will add a further 132,000 tonnes per annum (tpa) of
primary aluminium capacity to the smelter at Richards Bay, South Africa.



Construction costs are estimated at US$449 million, which is equivalent to a
competitive US$3,403 per tonne of new capacity. Construction will commence in
April 2002 and commissioning is scheduled for April 2004, with full production
expected in mid 2004.   Hillside 3 represents the continuation of BHP Billiton
Aluminium's strategy to expand its high quality portfolio of smelting assets.



Hillside 3 will comprise the construction of a third potline (of half size), an
anode-baking furnace, additional casting facilities and all necessary related
infrastructure. Aluminium production will increase by 132,000 tpa, which is 25
per cent of Hillside's current capacity.



The decision to proceed with Hillside 3 comes eight months after the
announcement to expand Mozal, so that construction synergies between the two
projects can be maximised. The project will be 100 per cent financed through
external debt, with no additional equity injected by the Group.



A new, competitive, electricity tariff has been agreed with South Africa's
utility provider Eskom under a rand-based contract, not linked to commodity
price. The contract has a 25-year term and contains a formula for future tariff
increases.



BHP Billiton Deputy Chief Executive Officer Brian Gilbertson said: 'This
expansion will consolidate Hillside's position as one of the world's lowest cost
aluminium producers, and should generate above average financial rewards. It
reflects again the attractive investment climate that South Africa offers the
resource industry.'



  Vice-President and Chief Operating Officer BHP Billiton Aluminium Southern
Africa Mahomed Seedat said: 'The Hillside aluminium smelter has been a major
contributor to the South African economy, through employment, infrastructure,
and foreign exchange earnings. Hillside 3 further expands BHP Billiton's large
asset base in Southern Africa.'



                                    * * * *

Further information can be found on our Internet site: http://
www.bhpbilliton.com
Australia

Dr. Robert Porter, Investor Relations                     United Kingdom/South Africa

Tel: + 61 3 9609 3540   Mobile: [phone]           Michael Campbell, Investor & Media Relations

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Mandy Frostick, Media Relations

Tel: [phone]    Mobile: [phone]           Ariane Gentil, Manager Communications

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United States

Francis McAllister, Investor Relations

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BACKGROUND NOTES

The existing Hillside aluminium smelter (Hillside 1 and 2) is a 515,000 tonne
per annum primary aluminium smelter located at Richards Bay, South Africa. The
plant comprises two potlines, an anode manufacturing plant, casting facilities
and all related infrastructure. The original greenfield project was completed in
1996 and the plant has achieved excellent operating results. It is presently one
of the world's lowest cost producers.

The Hillside smelter expansion will increase production by 132,000 tonnes of
aluminium onto the international market. The project scope allows for aluminium
produced by the expansion to be solidified into value added products.

BHP Billiton has a record of outstanding success in implementing aluminium
smelter projects in Southern Africa. Both Hillside and Mozal were completed
ahead of schedule and under budget, setting a world standard for the completion
of greenfield aluminium projects. The same team that executed the original
Hillside and Mozal smelter projects, and is currently employed on the Mozal
expansion, will be used to manage Hillside 3.



Cost Competitiveness

BHP Billiton is well positioned in primary aluminium, based upon its low-cost
facilities, and can seek further growth. The Hillside expansion project provides
an excellent opportunity to move the smelter further down the industry cost
curve and will consolidate Hillside's position as a low cost producer. The other
major raw material inputs to the smelter, coke and alumina, are purchased under
long term US$ denominated contracts.



 South African Government

BHP Billiton has operated successfully in South Africa for many years and
continues to maintain a good relationship with the South African Government,
which has shown its enthusiasm for the project.


Employment

Eighty-five new appointments will be required. The majority of the appointments
will be from the local community. Total number of construction workers on site
will peak at 2,600. Hillside is considered to be a leading company in the
implementation of South Africa's Employment Equity Act.


Environment

A comprehensive Environmental Impact Assessment (EIA) was conducted in
accordance with South African statutory requirements and internationally
acceptable standards. Following extensive public participation and technical
assessment phases the South African regulatory authority issued a Record of
Decision in February 2001 whereby the expansion project was approved subject to
a number of conditions, all of which will be met by the project.


Construction Schedule

Construction will commence in April 2002 and the main facilities should be
complete in 24 months, with the plant ready to receive initial raw material
shipments in April 2004. Full production should be reached mid 2004.

The same joint venture contracted for Mozal 1 and 2, SNC Lavalin of Canada and
Murray & Roberts Engineering Solutions Limited of South Africa (formerly EMS),
has been awarded the Engineering, Procurement, Construction and Management
(EPCM) contract for  Hillside 3.


Technology

The Hillside smelter uses French-based Aluminium Pechiney AP30 technology and is
one of the world's cleanest and most efficient smelters. Basic engineering for
the expansion will also be provided by Aluminium Pechiney, while detailed
engineering is executed by a combination of the EPCM engineering department and
selected turnkey vendors. Much of the detailed engineering is very similar to
that presently being completed for the Mozal expansion project, providing
excellent synergy opportunities.




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