Increased off-market buy-back

Rio Tinto PLC
09 May 2005

Rio Tinto increases off-market buy-back tender to A$1 billion in response to
strong demand



Rio Tinto Limited today announced the successful result of its off-market share
buy-back (the 'Buy-Back').  A total of approximately 27.3 million shares,
representing 8.7 per cent of Rio Tinto Limited's publicly held issued share
capital (2.0 per cent of the Rio Tinto Group(1)), were bought back under the
Buy-Back at A$36.70 per share at a cost of approximately A$1 billion (US$780
million).



The buy-back price of A$36.70 per share represents a 14 per cent discount to the
relevant volume weighted average price of Rio Tinto Limited shares sold on the
ASX over the five trading days up to and including the closing date of the
Buy-Back(2).  It also represents a discount of 15.6 per cent to the closing
price for Rio Tinto Limited shares on 6 May 2005, of A$43.50.



Rio Tinto's Finance Director, Guy Elliott, said, 'We are very pleased to have
significantly increased the size of the Buy-Back to A$1 billion from the
indicative A$400-$500 million previously announced.  This reflected strong
demand at a very attractive discount. It followed a vote by shareholders
comprehensively in favour of the capital management resolutions as announced
following the recent Rio Tinto Annual General Meetings in London and Sydney.



As a result, we have now accomplished over half of our previously announced
US$1.5 billion capital management programme and we retain the financial
flexibility both to complete this programme and to pursue other opportunities.



This highly efficient return of capital reflects one feature of our overall
approach to investment of cash flow, ranking after investment in value-enhancing
opportunities and after the continuation of the Group's long established
progressive dividend policy, which was recently rebased upwards by 20 per cent.'



Under a separate buy-back, Tinto Holdings Australia Pty Limited ('THA'), a
wholly owned subsidiary of Rio Tinto plc, will accept the same A$36.70 buy-back
price set under the Buy-Back for a proportion of its 37.5 per cent holding of
Rio Tinto Limited ordinary shares (the 'THA Matching Buy-Back') so that THA's
proportional shareholding in Rio Tinto Limited does not increase as a result of
the Buy-Back. Rio Tinto Limited is therefore buying back approximately 16.4
million shares from THA under the THA Matching Buy-Back for approximately A$600
million.



In total, Rio Tinto Limited is buying back ordinary shares to the value of
approximately A$1.6 billion but, of this amount, the A$600 million arising from
the THA Matching Buy-Back remains within the Rio Tinto Group because of the dual
listed companies structure.  Notwithstanding these buy-backs, Rio Tinto Limited
expects to continue to be able to pay fully franked dividends for the reasonably
foreseeable future.



As buy-backs of Rio Tinto Limited's publicly held shares both on or off market
are subject to a 10 per cent limit approved by shareholders, this Buy-Back
utilises most of the available capacity for Rio Tinto Limited to buy back its
publicly held shares under existing shareholder approvals during the next 12
months.



All shares tendered as Final Price Tenders and at a discount of 14 per cent have
been accepted in full, subject to any minimum price condition.  No scale back
has been applied to any of the accepted tenders.  Rio Tinto Limited will not buy
back shares tendered at discounts from 8 per cent to 13 per cent inclusive.
Tenders conditional on minimum prices of A$37.50 or above will also not be
bought back.



For shareholders whose shares are bought back under the Buy-Back, A$32.70 of the
buy-back price will be treated for Australian tax purposes as a fully franked
dividend.  For Australian capital gains tax purposes, the deemed capital
proceeds for shareholders other than corporate tax entities will generally be
taken to be A$6.44, being the A$4.00 capital component plus A$2.44, being the
excess of the Tax Value(3) over the buy-back price.



It is expected that cheques will be posted to shareholders, and instructions for
payment to shareholder bank accounts will be issued, by no later than Tuesday,
17 May 2005.  Shares that have been tendered into the Buy-Back but not bought
back are expected to be released to shareholders' holdings on or about Tuesday,
10 May 2005.



For any queries on the Buy-Back, shareholders may call 1300 657 022 toll free
within Australia or [phone] if calling from outside Australia, or visit
our website at www.riotinto.com.



For further information, please contact:

LONDON                                               AUSTRALIA

Media Relations                                      Media Relations

Lisa Cullimore                                       Ian Head

Office:  [phone]                        Office:  [phone]

Mobile: [phone]                         Mobile: [phone]
Investor Relations                                   Investor Relations

Nigel Jones                                          Dave Skinner

Office: [phone]                         Office:  [phone]

Mobile: [phone]                          Mobile: [phone]

Richard Brimelow                                     Susie Creswell

Office:  [phone]                        Office:  [phone]

Mobile: [phone]                         Mobile: [phone]



Website: www.riotinto.com



--------------------------


(1) This is based on the aggregate number of ordinary shares on issue in Rio
Tinto plc and Rio Tinto Limited, but excluding from that aggregate the Rio Tinto
Limited shares held by Rio Tinto plc through its subsidiary Tinto Holdings
Australia Pty Limited.


(2) The cumulative VWAP of Rio Tinto Limited ordinary shares sold on the ASX, as
adjusted for certain trades considered to be not 'at-market', over the five
trading days up to and including 6 May 2005, was A$42.6726, calculated to four
decimal places.


(3) The Tax Value of A$39.14 was calculated as A$40.02 adjusted by the movement
in the Rio Tinto plc share price on the London Stock Exchange from the closing
price of £16.85 on 2 February 2005 to the opening price of £16.48 on 6 May 2005,
as agreed with the Australian Tax Office.


                      This information is provided by RNS
            The company news service from the London Stock Exchange