Result of EGM

BHP Limited
18 May 2001
 
                         FOR ANNOUNCEMENT TO THE MARKET

In accordance with Listing Rule 3.13.2 and Section 251AA of the Corporations
Law, I advise the following results of the business conducted at the meeting of
shareholders of BHP Limited held on 18 May 2001.

A poll was conducted on each of the proposed resolutions. The proxy position and
poll results were:

- To approve the DLC Merger, subject to the passing of resolution 2 below (an
  ordinary resolution)

  - Total number of proxy votes exercisable by all proxies validly appointed
    791,709,303

  - Total number of proxy votes in respect of which the appointments specified
    that the proxy:

      - was to vote for the resolution - 619,806,004
      - was to vote against the resolution - 97,892,008
      - was to abstain on the resolution - 6,081,151
      - may vote at the proxy's discretion - 67,930,140

- To approve the DLC Merger (contd)

  - Votes cast in favour - 737,236,040

  - Votes cast against - 98,182,149

  - Votes cast abstaining - Nil

-  To adopt the new Constitution, subject to completion of the DLC Merger
   ('Completion') (a special resolution)

    - Total number of proxy votes exercisable by all proxies validly appointed
      - 750,021,228

    - Total number of proxy votes in respect of which the appointments
      specified that the proxy:

       - was to vote for the resolution - 528,882,004
       - was to vote against the resolution - 100,233,018
       - was to abstain on the resolution - 47,675,097
       - may vote at the proxy's discretion - 73,231,109

     - Votes cast in favour - 651,542,457

     - Votes cast against - 100,530,380

     - Votes cast abstaining - Nil

-  To approve a change of Company name, subject to Completion (a special
   resolution)

   - Total number of proxy votes exercisable by all proxies validly
     appointed - 783,204,184

   - Total number of proxy votes in respect of which the appointments
     specified that the proxy:

       - was to vote for the resolution - 609,493,612
       - was to vote against the resolution - 95,361,799
       - was to abstain on the resolution - 6,795,232
       - may vote at the proxy's discretion - 71,553,541

     - Votes cast in favour - 730,475,260

     - Votes cast against - 95,662,611

     - Votes cast abstaining - Nil



-  To elect as a Director Mr Brian Gilbertson, subject to Completion (an
   ordinary resolution)

   - Total number of proxy votes exercisable by all proxies validly appointed
     - 791,680,303

   - Total number of proxy votes in respect of which the appointments
     specified that the proxy:

       - was to vote for the resolution - 603,803,204
       - was to vote against the resolution - 90,222,094
       - was to abstain on the resolution - 18,437,652
       - may vote at the proxy's discretion - 79,217,353

    - Votes cast in favour - 732,239,143

    - Votes cast against - 90,688,278

    - Votes cast abstaining - Nil

-  To elect as a Director Mr Michael Davis, subject to Completion (an
   ordinary resolution)

   - Total number of proxy votes exercisable by all proxies validly
     appointed - 789,553,427

   - Total number of proxy votes in respect of which the appointments
     specified that the proxy:

       - was to vote for the resolution - 600,928,484
       - was to vote against the resolution - 90,526,803
       - was to abstain on the resolution - 18,443,390
       - may vote at the proxy's discretion - 79,654,750

     - Votes cast in favour - 729,806,733

     - Votes cast against - 90,978,738

     - Votes cast abstaining - Nil

- To elect as a Director Mr David Brink, subject to Completion (an ordinary
  resolution)

  - Total number of proxy votes exercisable by all proxies validly appointed
    -  791,680,303

  - Total number of proxy votes in respect of which the appointments
    specified that the proxy:

       -  was to vote for the resolution - 602,604,719
       -  was to vote against the resolution - 90,738,825
       -  was to abstain on the resolution - 18,443,774
       -  may vote at the proxy's discretion - 79,892,985

     - Votes cast in favour - 731,724,516

     - Votes cast against - 91,187,447

     - Votes cast abstaining - Nil

-  To elect as a Director Mr Cornelius Herkstroter, subject to Completion (an
   ordinary resolution)

   - Total number of proxy votes exercisable by all proxies validly
     appointed -  791,680,303

   - Total number of proxy votes in respect of which the appointments
     specified that the proxy:

       - was to vote for the resolution - 602,126,505
       - was to vote against the resolution - 91,238,195
       - was to abstain on the resolution  18,443,490
       - may vote at the proxy's discretion - 79,872,113

     - Votes cast in favour - 731,211,411

     - Votes cast against - 91,700,836

     - Votes cast abstaining - Nil

- To elect as a Director Mr Derek Keys, subject to Completion (an ordinary
  resolution)

  - Total number of proxy votes exercisable by all proxies validly
    appointed - 791,680,303

  - Total number of proxy votes in respect of which the appointments
     specified that the proxy:

       - was to vote for the resolution - 601,910,948
       - was to vote against the resolution - 91,397,198
       - was to abstain on the resolution - 18,443,116
       - may vote at the proxy's discretion - 79,929,041

     - Votes cast in favour - 731,065,177

     - Votes cast against - 91,847,444

     - Votes cast abstaining - Nil

- To elect as a Director Lord Renwick of Clifton, subject to Completion (an
  ordinary resolution)

  - Total number of proxy votes exercisable by all proxies validly appointed
    -  791,680,303

  - Total number of proxy votes in respect of which the appointments
    specified that the proxy:

       - was to vote for the resolution - 601,154,989
       - was to vote against the resolution - 92,250,442
       - was to abstain on the resolution - 18,443,136
       - may vote at the proxy's discretion - 79,831,736

     - Votes cast in favour - 730,189,118

     - Votes cast against - 92,725,232

     - Votes cast abstaining - Nil


- To elect as a Director Mr Barry Romeril, subject to Completion (an ordinary
  resolution)

  - Total number of proxy votes exercisable by all proxies validly appointed -
    791,680,303

  - Total number of proxy votes in respect of which the appointments specified
    that the proxy:

       - was to vote for the resolution - 602,334,345
       - was to vote against the resolution - 90,872,569
       - was to abstain on the resolution - 18,440,036
       -  may vote at the proxy's discretion - 80,033,353

    - Votes cast in favour - 731,590,150

    - Votes cast against - 91,325,551

    - Votes cast abstaining - Nil

- To elect as a Director Mr John Jackson, subject to Completion (a special
  resolution)

  - Total number of proxy votes exercisable by all proxies validly appointed -
    791,680,303

  - Total number of proxy votes in respect of which the appointments specified
    that the proxy:

      - was to vote for the resolution - 597,902,670
      - was to vote against the resolution - 95,590,502
      - was to abstain on the resolution - 18,443,116
      - may vote at the proxy's discretion - 79,744,015

     - Votes cast in favour - 726,754,353

     - Votes cast against  96,161,408

     - Votes cast abstaining - Nil

-  To approve an increase in maximum aggregate Directors' fees, subject to
   Completion (an ordinary resolution)

   - Total number of proxy votes exercisable by all proxies validly appointed
     - 788,228,976

   - Total number of proxy votes in respect of which the appointments
     specified that the proxy:

       - was to vote for the resolution - 576,659,179
       - was to vote against the resolution - 119,761,697
       - was to abstain on the resolution - 14,308,329
       - may vote at the proxy's discretion - 77,499,771

    - Votes cast in favour - 703,001,011

    - Votes cast against - 120,102,223

    - Votes cast abstaining - Nil

Each of the proposed resolutions was therefore passed by the required
majority, and the merger with Billiton Plc is expected to proceed, subject to
satisfaction of the outstanding regulatory conditions.

R V Taylor
Secretary