Rule 8.3 -BHP Billiton-Amend

Royal Bank of Scotland Group PLC 06 December 2007 FORM 8.3 DEALINGS BY PERSONS WITH INTERESTS IN SECURITIES REPRESENTING 1% OR MORE (Rule 8.3 of the City Code on Takeovers and Mergers) 1. KEY INFORMATION Name of person dealing (Note 1) The Royal Bank of Scotland Group Plc Company dealt in BHP Billiton Plc Class of relevant security to which the dealings being ORD USD 0.50 disclosed relate (Note 2) Date of dealing 28 November 2007 AMENDMENT: Trading and Positions in BHP Billiton Plc and BHP Billiton Ltd on 28 November 2007 should read as follows: 2. INTERESTS, SHORT POSITIONS AND RIGHTS TO SUBSCRIBE (a) Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3) Long Short Number (%) Number (%) (1) Relevant securities 22,555,048* (0.9993%) 1,326,383 (0.0587%) (2) Derivatives (other than 0 (0.0%) 0 (0.0%) options) (3) Options and agreements to 2,853,100 (0.1264%) 4,748,877 (0.2104%) purchase/sell Total 25,408,148 (1.1257%) 6,075,260 (0.2691%) (b) Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3) Class of relevant security: Long Short Number (%) Number (%) (1) Relevant securities (2) Derivatives (other than options) (3) Options and agreements to purchase/sell Total (c) Rights to subscribe (Note 3) Class of relevant security: Details 3. DEALINGS (Note 4) (a) Purchases and sales Purchase/sale Number of securities Price per unit (Note 5) Purchase 82 14.7100 GBP Purchase 97 14.7200 GBP Purchase 8,569 14.7400 GBP Purchase 6,567 14.7500 GBP Purchase 5,830 14.7600 GBP Purchase 3,834 14.7700 GBP Purchase 2,843 14.7800 GBP Purchase 399 14.7900 GBP Purchase 155,359 14.8000 GBP Purchase 289 14.8200 GBP Purchase 394 14.8300 GBP Purchase 3,723 14.8400 GBP Purchase 5,306 14.8500 GBP Purchase 616 14.8600 GBP Purchase 3,363 14.8700 GBP Purchase 2,168 14.8800 GBP Purchase 322 14.8900 GBP Purchase 250,000 14.9040 GBP Purchase 3,086 14.9100 GBP Purchase 1,296 14.9200 GBP Purchase 2,321 14.9300 GBP Purchase 5,112 14.9500 GBP Purchase 500 14.9600 GBP Purchase 4,929 14.9700 GBP Purchase 3,990 14.9800 GBP Purchase 2,244 14.9900 GBP Purchase 2,153 15.0300 GBP Purchase 1,383 15.0400 GBP Purchase 3,922 15.0500 GBP Purchase 4,230 15.0600 GBP Purchase 385 15.0700 GBP Purchase 11,086 15.0800 GBP Purchase 289 15.0900 GBP Purchase 4,744 15.1000 GBP Purchase 3,613 15.1100 GBP Purchase 3,374 15.1200 GBP Purchase 4,939 15.1300 GBP Purchase 192 15.1400 GBP Purchase 4,608 15.1600 GBP Purchase 3,196 15.1900 GBP Purchase 3,196 15.2000 GBP Purchase 3,196 15.2100 GBP Purchase 2,602 15.2400 GBP Purchase 3,088 15.3100 GBP Purchase 3,197 15.3300 GBP Purchase 104 15.3400 GBP Purchase 4,518 15.3500 GBP Purchase 5,354 15.3600 GBP Purchase 6,294 15.3800 GBP Purchase 106 15.3900 GBP Purchase 3,289 15.4000 GBP Purchase 569 15.4100 GBP Purchase 386 15.4800 GBP Purchase 2,916 15.4900 GBP Purchase 3,117 15.5200 GBP Purchase 3,642 15.5600 GBP Purchase 3,534 15.5700 GBP Purchase 9,890 15.5800 GBP Purchase 6,671 15.6000 GBP Purchase 420 15.6100 GBP Purchase 299 15.6200 GBP Purchase 781 15.6300 GBP Purchase 3,354 15.6400 GBP Purchase 250,000 15.6412 GBP Purchase 218,000 15.6478 GBP Purchase 6,715 15.6600 GBP Purchase 269 15.6900 GBP Purchase 300,000 14.9940 GBP Purchase 25,000 14.7390 GBP Purchase 80,000 14.9180 GBP Purchase 50,000 15.0500 GBP Purchase 40,000 15.5950 GBP Purchase 5,500 15.0800 GBP Purchase 34,500 15.0350 GBP Purchase* 191,955* 15.0800 GBP TOTAL: 1,793,815 14.7500 GBP Sale 314,365 14.7700 GBP Sale 645 14.7800 GBP Sale 61 15.0800 GBP Sale 192,051 15.0900 GBP Sale 97 15.1100 GBP Sale 96 15.1547 GBP Sale 178,379 15.2000 GBP Sale 794,500 15.2800 GBP Sale 119 15.4223 GBP Sale 250,000 15.5170 GBP Sale 218,000 15.5304 GBP Sale 217,863 15.1400 GBP Sale 2,000 15.6000 GBP Sale 40,000 15.6340 GBP Sale 80,000 14.7370 GBP Sale 65,000 15.6900 GBP Sale 9,700 TOTAL: 2,362,876 (b) Derivatives transactions (other than options) Product Long/short (Note Number of securities (Note Price per unit (Note name, 6) 7) 5) e.g. CFD (c) Options transactions in respect of existing securities (i) Writing, selling, purchasing or varying Product Writing, Number of Exercise Type, e.g. Expiry Option name, selling, securities to American, money purchasing, which the option European varying etc. relates (Note 7) etc. e.g. price date paid/ call received option per unit (Note 5) Dec Written 3,000 25.0000 American 11 Dec 0.0850 EUR 2008 GBP 2008 Call Warrant (ii) Exercising Product name, e.g. call Number of Exercise price per unit (Note option securities 5) (d) Other dealings (including new securities) (Note 4) Nature of transaction (Note 8) Details Price per unit (if applicable) (Note 5) 4. OTHER INFORMATION Agreements, arrangements or understandings relating to options or derivatives Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated. Is a Supplemental Form 8 attached? (Note 9) YES/NO Date of disclosure 6 December 2007 Contact name Richard Hopkins Telephone number (020) 7714 4459 If a connected EFM, name of offeree/with which connected If a connected EFM, state nature of connection (Note 10) Notes The Notes on Form 8.3 can be viewed on the Takeover Panel's website at www.thetakeoverpanel.org.uk SUPPLEMENTAL FORM 8 DETAILS OF OPEN POSITIONS (This form should be attached to Form 8.1, Form 8.1(b)(ii) or Form 8.3, as appropriate) OPEN POSITIONS (Note 1) Product Written Number of securities to Exercise Type, e.g. Expiry name, or which the option or price American, date purchased derivative relates (Note 2) European etc. e.g. call option Dec 2007 Written 70,000 10.0000 American 20 Dec Call GBP 2007 Warrant Dec 2007 Written 50,150 11.0000 American 20 Dec Put GBP 2007 Warrant Dec 2007 Written 13,245 14.0000 American 20 Dec Call GBP 2007 Warrant Dec 2007 Written 80,000 14.0000 American 20 Dec Put GBP 2007 Warrant Dec 2007 Written 42,500 16.0000 American 20 Dec Call GBP 2007 Warrant Dec 2007 Written 32,500 17.0000 American 20 Dec Call GBP 2007 Warrant Dec 2007 Written 330 18.0000 American 20 Dec Call GBP 2007 Warrant Mar 2008 Written 7,400 17.0000 American 13 Call GBP March Warrant 2008 Mar 2008 Written 26,000 19.0000 American 13 Call GBP March Warrant 2008 Mar 2008 Written 5,000 21.0000 American 13 Call GBP March Warrant 2008 Jun 2008 Written 22,000 10.0000 American 12 Call GBP June Warrant 2008 Jun 2008 Written 10,000 12.0000 American 12 Call GBP June Warrant 2008 Jun 2008 Written 68,473 14.0000 American 12 Call GBP June Warrant 2008 Jun 2008 Written 3,000 15.0000 American 12 Call GBP June Warrant 2008 Jun 2008 Written 20,300 16.0000 American 12 Call GBP June Warrant 2008 Jun 2008 Written 43,000 18.0000 American 12 Call GBP June Warrant 2008 Jun 2008 Written 32,500 20.0000 American 12 Call GBP June Warrant 2008 Jun 2008 Written 5,400 22.0000 American 12 Call GBP June Warrant 2008 Jun 2008 Written 115,000 24.0000 American 12 Call GBP June Warrant 2008 Dec 2008 Written 18,900 11.0000 American 11 Dec Call GBP 2008 Warrant Dec 2008 Written 23,000 13.0000 American 11 Dec Call GBP 2008 Warrant Dec 2008 Written 3,450 14.0000 American 11 Dec Call GBP 2008 Warrant Dec 2008 Written 229,500 15.0000 American 11 Dec Call GBP 2008 Warrant Dec 2008 Written 55,225 16.0000 American 11 Dec Call GBP 2008 Warrant Dec 2008 Written 23,800 17.0000 American 11 Dec Call GBP 2008 Warrant Dec 2008 Written 9,950 17.0000 American 11 Dec Put GBP 2008 Warrant Dec 2008 Written 277,300 19.0000 American 11 Dec Call GBP 2008 Warrant Dec 2008 Written 8,975 21.0000 American 11 Dec Call GBP 2008 Warrant Dec 2008 Written 6,700 23.0000 American 11 Dec Call GBP 2008 Warrant Dec 2008 Written 453,579 25.0000 American 11 Dec Call GBP 2008 Warrant Jun 2009 Written 2,000 18.0000 American 18 Call GBP June Warrant 2009 Jun 2009 Written 116,800 20.0000 American 18 Call GBP June Warrant 2009 Jun 2009 Written 13,000 24.0000 American 18 Call GBP June Warrant 2009 Dec 2007 Written 500,000 10.0000 American 21 Dec Put GBP 2007 Option Mar 2008 Purchase 250,000 18.0000 American 20 Mar Call GBP 2008 Option Mar 2008 Written 250,000 19.0000 American 20 Mar Call GBP 2008 Option Dec 2007 Written 70,000 10.0000 American 21 Dec Put GBP 2007 Option Dec 2007 Written 30,000 10.5000 American 21 Dec Put GBP 2007 Option Jun 2008 Written 25,000 12.0000 American 20 Jun Put GBP 2008 Option Jun 2008 Written 160,000 13.0000 American 20 Jun Put GBP 2008 Option Mar 2008 Written 178,000 13.0000 American 20 Mar Put GBP 2008 Option Dec 2007 Written 500,000 13.00 GBP American 21 Dec Call 2007 Dec 2007 Written 250,000 15.00 GBP American 21 Dec Call 2007 Dec 2007 Purchased 1,000,000 16.00 GBP American 21 Dec Call 2007 Mar 2008 Written 1,000,000 25.00 GBP American 20 Mar Call 2008 Mar 2008 Written 500,000 10.00 GBP American 20 Mar Put 2008 Dec 2007 Purchased 1,000,000 15.00 GBP American 20 Mar Put 2008 Notes 1. Where there are open option positions or open derivative positions (except for CFDs), full details should be given. Full details of any existing agreements to purchase or to sell should also be given on this form. 2. For all prices and other monetary amounts, the currency must be stated. For details of the Code's dealing disclosure requirements, see Rule 8 and its Notes which can be viewed on the Takeover Panel's website at www.thetakeoverpanel.org.uk FORM 8.3 DEALINGS BY PERSONS WITH INTERESTS IN SECURITIES REPRESENTING 1% OR MORE (Rule 8.3 of the City Code on Takeovers and Mergers) 1. KEY INFORMATION Name of person dealing (Note 1) Royal Bank of Scotland Group Plc Company dealt in BHP Billiton Ltd Class of relevant security to which the dealings being Ordinary disclosed relate (Note 2) Date of dealing 28 November 2007 2. INTERESTS, SHORT POSITIONS AND RIGHTS TO SUBSCRIBE (a) Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3) Long Short Number (%) Number (%) (1) Relevant securities 1,064,372 (0.0316%) 3,960,056 (0.1179%) (2) Derivatives (other than 0 (0.0%) 0 (0.0%) options) (3) Options and agreements to 0 (0.0%) 0 (0.0%) purchase/sell Total 1,064,372 (0.0316%) 3,960,056 (0.1179%) (b) Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3) Class of relevant security: Long Short Number (%) Number (%) (1) Relevant securities (2) Derivatives (other than options) (3) Options and agreements to purchase/sell Total (c) Rights to subscribe (Note 3) Class of relevant security: Details 3. DEALINGS (Note 4) (a) Purchases and sales Purchase/sale Number of securities Price per unit (Note 5) Purchase 276,975 39.48 AUD Purchase 700,000 40.56 AUD Purchase 192,000 41.36 AUD Purchase 236,000 41.37 AUD Purchase 191,950 41.38 AUD Purchase 8,431 41.50 AUD Purchase 400,000 41.83 AUD Purchase 250,000 42.05 AUD TOTAL: 2,255,356 41.31 AUD Sale 200,000 41.40 AUD Sale 100,000 41.43 AUD Sale 8,431 41.51 AUD Sale 236,000 42.11 AUD Sale 40,000 TOTAL: 584,431 (b) Derivatives transactions (other than options) Product Long/short (Note Number of securities (Note Price per unit (Note name, 6) 7) 5) e.g. CFD (c) Options transactions in respect of existing securities (i) Writing, selling, purchasing or varying Product Writing, Number of Exercise Type, e.g. Expiry Option name, selling, securities to American, money purchasing, which the option European varying etc. relates (Note 7) etc. e.g. price date paid/ call received option per unit (Note 5) (ii) Exercising Product name, e.g. call Number of Exercise price per unit (Note option securities 5) (d) Other dealings (including new securities) (Note 4) Nature of transaction (Note 8) Details Price per unit (if applicable) (Note 5) 4. OTHER INFORMATION Agreements, arrangements or understandings relating to options or derivatives Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated. Is a Supplemental Form 8 attached? (Note 9) YES/NO Date of disclosure 6 December 2007 Contact name Richard Hopkins Telephone number (020) 7714 4459 If a connected EFM, name of offeree/with which connected If a connected EFM, state nature of connection (Note 10) Notes The Notes on Form 8.3 can be viewed on the Takeover Panel's website at www.thetakeoverpanel.org.uk This information is provided by RNS The company news service from the London Stock Exchange

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