Spin-Out of Steel Business

BHP Limited
19 March 2001



Release Time     IMMEDIATE

Date          19 March 2001

Number     25/01


               BHP ANNOUNCES PLANNED SPIN-OUT OF STEEL BUSINESS

BHP Limited (BHP) today announced its intention to spin-out its complete steel
flat products business as part of the Company's active management of its asset
portfolio.

The BHP Board has been considering for some time a range of initiatives to
maximise the value of each of its businesses, particularly BHP Steel, in the
context of an asset portfolio focused on the growth of BHP's minerals and
petroleum businesses.

The merger with Billiton announced earlier today, and the consequent further
re-weighting of the Company's asset base towards minerals and petroleum, means
that this is an appropriate time to announce the spin-out of BHP Steel to
BHP's shareholders, to maximise the on-going opportunities for prosperity of
that business.

BHP Managing Director and CEO Paul Anderson said: 'BHP Steel's recent
performance has been very strong, particularly given the down-turn in the
global steel business environment. The spin-out will maximise the future
prospects for that business by creating a stand-alone company solely focused
on the complete steel flat products value chain.

'The spin-out will enable BHP Steel to capture market opportunities and ensure
its long-term global competitiveness in a way that would not have been
possible if it remained part of the BHP portfolio. The planned merger with
Billiton further expands and changes the future portfolio mix, resulting in
BHP Steel comprising approximately five per cent of combined BHP Billiton's
projected earnings.'

The spin-out is expected to be completed no later than the end of 2002.

President BHP Steel Kirby Adams said: 'The decision to spin-out BHP Steel
represents a great opportunity for our employees to be part of a globally
competitive company focused on steel solutions, and will enable BHP Steel to
build upon the significant improvements in performance we have made over the
past 12 months and the restructuring currently underway.

'Today's announcement follows the implementation of the Steel Strategic Plan
in 1999 that determined the advantages of separating BHP's long and flat
products steel businesses largely due to customer and market channel conflict
created by operating the two businesses together.

'The Steel Strategic Plan resulted in the divestment of some non-core steel
businesses, reorganisation of the long and flat products operations, and the
successful spin-out of OneSteel, BHP's Steel long products business, in
October 2000.

Mr Adams said: 'Our business is in good shape, many improvement programs are
underway and BHP Steel is well positioned to operate in its own right as the
premier flat products steel company in our region.'

A spin-out of BHP Steel is the Company's preferred divestment option, at this
time, as it is perceived that a spin-out to BHP shareholders will create the
greatest value for BHP shareholders and will prove to be most beneficial for
BHP Steel's customers, employees and the communities in which BHP Steel
operates. BHP will also consider other options for divestment, including a
trade sale or stock exchange float via an initial public offering (IPO) of BHP
Steel shares.

Mr Adams will be a member of the BHP Billiton executive committee as Chief
Executive of the Steel business. BHP Steel's Portfolio Leadership Team will
continue to lead the business and to prepare it for its future as an
independent entity.

                                     ****

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


Contact:

MEDIA RELATIONS

Mandy Frostick
Manager Media Relations
Ph: 61 3 9609 4157
Mob: [phone]

INVESTOR RELATIONS
Dr Robert Porter
Vice President Investor Relations
Ph: 61 3 9609 3540
Mob: [phone]

MEDIA BACKGROUNDER


                               Company Profile

                                  BHP Steel


Overview

BHP Steel (www.bhpsteel.com) is a flat steel products business serving
customers in the building and construction, automotive and manufacturing
industries.

Centred on the low-cost steel making facility in Port Kembla (Australia), BHP
Steel operates manufacturing plants and in-market processing and distribution
centres throughout Australia, New Zealand and Asia.

BHP Steel is a leader in steel coating and painting technology with strong
global brands including COLORBOND(R) steel and ZINCALUME(R) steel. It is the
world's largest roll former of processed steel building products with
respected brands such as LYSAGHT(R), CUSTOM ORB(R), KLIP-LOK(R) and GALVASPAN
(R).

The business exports flat steel products through a worldwide network of sales
offices.

BHP Steel is at the forefront of steel industry e-business, operating an
on-line steel marketplace powered by e-STEEL (www.bhpsteelconnect.com). The
marketplace offers web-based applications including purchase orders, order
tracking, re-ordering, logistics services, statements, invoices and mill test
certificates.

BHP Steel employs over 12,000 people in more than 20 countries, with in excess
of 9000 employees in Australia. It has sales of approximately A$5 billion and
net assets of approximately A$3.5 billion.


                             BHP Steel Businesses

BHP Flat Products

BHP Flat Products produces a wide range of finished and semi-finished flat
steel products for Australian and international customers.

Its operations include the 5mtpa Port Kembla integrated steelworks (New South
Wales, Australia) producing steel slab, plate, and hot rolled coil. Over 45%
of this production is exported.

BHP Packaging Products (New South Wales, Australia) produces tinplate, black
plate and steel strapping for the packaging industry.

BHP Flat Products also manages the company's 50% interest in North Star BHP
Steel in Ohio, USA. A joint venture with North Star Steel, this business
operates an electric arc furnace facility producing hot rolled coil.

BHP Coated Products

BHP Coated Products produces steel sheet and coil, and painted and metallic
coated steels for Australian and international customers. Its products include
the premium COLORBOND(R) pre-painted steel, ZINCALUME(R) zinc-aluminium alloy
coated steel and GALVABOND(R) zinc coated steel brands.

Coated Products is comprised of four key businesses.

Coated Steel Australia operates manufacturing and service centres across
Australia and exports approximately 25% of its product to customers in Asia,
Latin America, the Middle East and Europe.

BHP Steel Building Products operates centres in all Australian states and the
Northern Territory supplying a wide range of roll-formed building and
industrial steel products.

BHP New Zealand Steel operates a 600ktpa integrated steelworks in Glenbrook,
New Zealand producing hot and cold rolled coil, plate, metallic coated and
painted steel products, hollow sections and welded beams.

BHP Steel Asia operates cold rolling, metallic coating and painting lines in
Malaysia, Thailand and Indonesia. It also provides roll-formed building and
industrial steel products from operations throughout Asia and the Pacific.



                     BHP Steel Portfolio Leadership Team

Kirby Adams          Chief Executive BHP Steel

John Cleary          President BHP Coated Products

Kathryn Fagg         Vice President Fulfilment & Market Solutions

Lance Hockridge      President BHP Flat Products

Brian Kruger         Chief Financial Officer

Brad Mills           Chief Strategic Officer (BHP Limited)