Offer for Ashton Mining

Rio Tinto PLC
29 August 2000


                 RIO TINTO MAKES A$1.85 CASH OFFER FOR ASHTON                 
                               WITH SCRIP ALTERNATIVE                         
  

Rio Tinto Limited announced today that it will make a cash offer of A$1.85
per share for all of the issued shares of Ashton Mining Limited. The offer
will include a scrip alternative.
 
Ashton's largest shareholder, Malaysia Mining Corporation Berhad, which has a
49.9% shareholding, has entered into a pre-acceptance agreement with Rio
Tinto in respect of 19.9% of Ashton's issued capital.
 
Rio Tinto Limited is offering:
 
* A$1.85 in cash for each Ashton share held; or 
* one Rio Tinto Limited share for every 15 Ashton shares held; or 
* one Rio Tinto plc share for every 15 Ashton shares held; or 
* any combination of the above. 

Rio Tinto's offer represents a full and fair price for Ashton. Rio Tinto's
cash offer represents a premium of 98% to the weighted average price for
Ashton shares over the three months prior to the De Beers' offer. The Rio
Tinto Limited and the Rio Tinto plc scrip alternatives are respectively at a
99% and a 121% premium.
 
The terms of the Rio Tinto offer will permit Ashton shareholders to retain
the fully franked dividend of five cents per share, payable on 14 September
2000.
 
Including Ashton's five cent dividend, Rio Tinto's cash offer is worth A$1.90
per Ashton share, the Rio Tinto Limited scrip offer is worth A$1.91 per
Ashton share (as at close of market on 28 August 2000), while the Rio Tinto
plc scrip alternative is worth A$2.11 per share (as at close of market on 25
August 2000).
 
These offers represent premiums of 17%, 18% and 30% respectively compared
with De Beers' offer of A$1.62 per Ashton share. The De Beers' offer does not
permit shareholders to retain the five cent dividend.
 
Leigh Clifford, Rio Tinto Chief Executive, said, 'In recent years the
performance of the Argyle Diamond Mines Joint Venture has strengthened
significantly. As a result, Argyle is now in a position to evaluate fully the
underground potential of the mine.
 
'Argyle understands the market for affordable diamonds and has done an
excellent job in creating demand for its products. The Argyle brand is now
internationally renowned within the diamond industry.'
 
'The worldwide market for Argyle's more affordable diamonds is strong and
Argyle's signature stones, its pink diamonds, are highly prized. Argyle has
developed a highly focused and profitable niche diamond business, which we
are determined to continue,' he said.
 
The offer will be subject to limited conditions, including Rio Tinto
acquiring at least 29.9% of Ashton shares and Foreign Investment Review Board
approval. The conditions are summarised in the attachment to this release.
 
Rio Tinto's Bidder's Statement will be lodged as soon as possible.
 
 
For further information, please contact:

External Affairs 
 
John Hughes
+ 44 (0) 20 7753 2331     
      
www.riotinto.com     
 

 
Note to Editors: 

Ashton Mining Limited is the minority (38.2%) joint venture partner of Rio
Tinto (56.8%) in the Argyle Diamond Mine in Western Australia. The remaining
5.0% of Argyle is owned by the Western Australia Diamond Trust in which
Ashton and Rio Tinto hold significant stakes. Ashton also owns some smaller
diamond interests and exploration rights and other mining interests.
 

 
                 Rio Tinto Offer for Ashton - Bid conditions                  
 
* Minimum Acceptance Condition - Rio Tinto acquiring a relevant interest in
at least 29.9% of Ashton Shares before the end of the offer period. 
* Regulatory approvals - Rio Tinto receiving FIRB and other necessary
regulatory approvals (excluding regulatory approvals, the absence of which
would not have a material effect on the assets or operations of the Rio Tinto
Group or the Ashton group) before the end of the offer period. 
* Absence of regulatory action - No action being taken by a regulatory
authority before the end of the offer period which might restrain the offer
or require divestiture of shares or assets, having a material value, from
either the Ashton or Rio Tinto Group as a result of the offer. 
* No material adverse change - No material adverse change occurring (or is
announced or otherwise becomes public) in relation to the value of the net
assets of the Ashton group (taken as a whole) or the status of any regulatory
approvals applicable to the Ashton group, before the end of the offer period. 
* No material acquisitions, disposals or changes in business - No
acquisitions, disposals or other transactions, actions, proceedings,
circumstances or changes in circumstances which are likely to involve a
material change in the manner in which Ashton conducts its business or likely
to affect any material asset of the Ashton group occurring before the end of
the offer period. 
* Prescribed occurrences - None of the matters set out in s652C of the
Corporations Law occurring before the end of the offer period. 
* Rio Tinto intends to make payment to Ashton shareholders within five
business days after the later of the offer becoming unconditional or the
receipt of acceptances.