Share Buy Back Program

BHP Limited
8 February 2001


BHP ESTABLISHES ON MARKET 
SHARE BUY BACK PROGRAM

BHP Limited (BHP) today announced it would implement an on-market buyback
program for the purchase of up to 90 million of its shares (approximately five
per cent of issued capital). 

The share buyback is in accordance with BHP's capital management disciplines to
return funds to shareholders when capital and debt servicing requirements are
met.

BHP Managing Director and CEO Paul Anderson said the share buyback is integral
to the Company's approach to capital management.

'The Company's strong cash flow position, combined with our cost reduction
program, asset sales and the rapid reduction in debt over the past 18 months,
provides the opportunity for BHP to deliver on this component of its shareholder
proposition,' he said.

'The share buyback also supplements other BHP capital management initiatives,
including debt reduction and lengthening of the debt maturity profile.'

BHP will conduct the purchase of its shares on-market, and as such, individual
shareholders are not required to take any action. No time period has been set
for the share buyback.

The shares will be purchased opportunistically, subject to market conditions,
debt levels and the operating environment, and subsequently cancelled.

BHP Chief Financial Officer Chip Goodyear said the on-market share buyback would
provide the Company with substantial flexibility in terms of the timing and
number of shares purchased.

'The share buyback is linked to the Company's operating and financial strategy
and will be funded from cash flows which are in excess of those required for
capital investment and repayment of debt,' he said.

'The strength of BHP's cash flow means that it can accommodate an increased
capital expenditure program in FY2001 of a projected A$3.5 billion and exceed
its targeted EBITDA interest coverage and book gearing levels of 8.0 times and
40 to 45 per cent respectively.'

BHP had 1,785,946,791 fully paid ordinary shares on issue at 31 December 2000


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

Contact: 

MEDIA RELATIONS                          INVESTOR RELATIONS
Mandy Frostick                           Dr Robert Porter
Manager Media Relations                  Vice President Investor Relations
Ph:    61 3 9609 4157                    Ph:    61 3 9609 3540          
Mob:   [phone]                    Mob:   [phone]
 

Rule 3.8A
Appendix 3C

Announcement of buy-back
(except minimum holding buy-back)


Name of entity                                      ARBN
BHP Limited                                         49 004 028 077

We (the entity) give ASX the following information.



Information about buy-back

1     Type of buy-back                    On-market
     
2     Class of shares which is the subject of the buy-back (eg                  
      ordinary/preference)                Ordinary
     
3     Voting rights (eg one for one)      One for one
     
4     Fully paid/partly paid (and if partly paid, details of how much has been  
      paid and how much is outstanding)   Fully paid
     
5     Number of shares in the class on issue                    1 786 763 991
     
6     Whether shareholder approval is required for buy-back     No
     
7     Reason for buy-back                         Capital management purposes

 

8     Any other information material to a shareholder's decision whether to     
      accept the offer (eg details of any proposed takeover bid)     -


On-market buy-back 
    
9     Name of broker who will act on the company's behalf     J B Were & Son
     
10    Name of each director and related party of a director who reserves the    
      right to sell shares, and number of shares in respect of which that       
      director or related party reserves the right                 -
     
11    If the company intends to buy back a maximum number of shares - that      
      number                                         Up to 90 000 000 shares
     
12    If the company intends to buy back shares within a period of time - that  
      period of time; if the company intends that the buy-back be of unlimited  
      duration - that intention                           Unlimited duration
     
13    If the company intends to buy back shares if conditions are met - those   
      conditions                                                   -

Employee share scheme buy-back     

14     Number of shares proposed to be bought back     
     
15     Price to be offered for shares     

 

Selective buy-back  
   
16     Name of person or description of class of person whose shares are        
       proposed to be bought back     
     
17     Number of shares proposed to be bought back     
     
18     Price to be offered for shares     

Equal access scheme 
    
19     Percentage of shares proposed to be bought back     
     
20     Total number of shares proposed to be bought back if all offers are      
       accepted     
     
21     Price to be offered for shares     
     
22     +Record date for participation in offer     


Compliance statement


1.     The company is in compliance with all Corporations Law 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:   8  February  2001 
          
                     Secretary

Print name:          Roger V Taylor