Palabora Mining Company

Rio Tinto PLC
08 August 2003

Rio Tinto's 49.2 per cent owned subsidiary, Palabora Mining Company, issued the
following news release in Johannesburg.





Palabora Mining Company Rights Offer - finalisation information



1.       Introduction

It was announced on 29 July 2003 that the directors of the company had resolved
to proceed with a rights offer of 849 465 floating rate partially subordinated
unsecured redeemable convertible debentures ('convertible debentures') to its
shareholders based on their shareholdings at the close of business on Friday, 22
August 2003 ('the record date').

2.       Results of general meeting

The directors announce that, at the general meeting of shareholders held on 16
July 2003, the special resolutions to:



-          amend the company's Articles of Association to cater for the issue of
convertible securities; and

-          increase the authorised share capital of the company,



were passed by the requisite majority.  The special resolutions have been
registered by the Registrar of Companies.



3.       The purpose of the rights offer

The purpose of the rights offer is to raise approximately R849 million (before
expenses), which will be utilised to service existing debt commitments as well
as to allow completion of the underground project and other fixed capital
commitments, including enhancements to various plants.



4.       Salient terms of the rights offer


Number of convertible debentures to be offered:        849 465
Ratio of entitlement:                                  3 convertible debentures for every 100 ordinary
                                                       shares held on the record date.
Rights offer price per convertible debenture:          R1 000
Interest payments:                                     Semi-annual interest payments in arrears fixed
                                                       for each six months at JIBAR plus 5%.
Final maturity date:                                   Monday, 18 September 2006.
Conversion:                                            Convertible into 33.33333 ordinary shares per
                                                       convertible debenture after the second
                                                       anniversary of the issue date but before the
                                                       final maturity date at the option of the
                                                       debenture holder provided that no redemption
                                                       notice has been issued.
Redemption:                                            Redeemable at par in whole (to the extent that
                                                       conversion has not taken place) but not in part
                                                       at the option of the company at any time after
                                                       the first anniversary of issue.  The company
                                                       shall fully redeem at par all outstanding
                                                       convertible debentures on the final maturity
                                                       date.



Shareholders of the company holding less than 100 ordinary shares on the record
date will be entitled to participate in the rights offer in terms of a table of
entitlement to be included in the rights offer circular to be sent to
shareholders.

5.       Listing on the JSE Securities Exchange South Africa ('JSE')

The JSE has granted listings for:



-        the 849 465 renounceable (nil paid) letters of allocation (JSE code
PAMN, ISIN ZAE000048625) to be issued pursuant to the rights offer from the
commencement of business on Monday, 18 August 2003 until the close of business
on Friday, 5 September  2003; and

-          849 465 convertible debentures (JSE code PAMD, ISIN ZAE000048633)
from the commencement of business on Monday, 8 September 2003.

6.       Conditions precedent

All the conditions precedent to the rights offer have been fulfilled.

7.       Underwriting

The rights offer has been underwritten by the company's major beneficial
shareholder, Rio Tinto plc and sub-underwritten in respect of 36.79 per cent of
the total underwriting commitment by Anglo American plc, through their nominated
subsidiaries.


8.      Salient dates and times

The salient dates and times for the rights offer are as follows:


                                                                                                     2003
Last day to trade in order to settle by the record date and to qualify to
participate in the rights offer (cum rights) on
                                                                                        Friday, 15 August
Ordinary shares commence trading ex-rights on the JSE at the commencement
of business on
                                                                                        Monday, 18 August
Listing of and dealing in the letters of allocation commences at the
commencement of business on
                                                                                        Monday, 18 August
Record date for purposes of determining the shareholders entitled to
participate in the rights offer at the close of business on
                                                                                        Friday, 22 August
Rights offer opens at the commencement of business on                                   Monday, 25 August
Dematerialised shareholders will have their safe custody accounts at their
CSDP or broker automatically credited with their entitlement on
                                                                                        Monday, 25 August
Certificated shareholders will have their entitlements credited to a safe
custody account at the transfer secretaries on
                                                                                        Monday, 25 August
Circular and form of instruction posted to certificated shareholders
recorded on the record date on                                                          Monday, 25 August
Circular and rights entitlement issued to CSDP or broker of dematerialised
shareholders on
                                                                                        Monday, 25 August
Last day for trading in letters of allocation on the JSE in order to
settle by the record date at the close of business on
                                                                                      Friday, 5 September
Listing of convertible debentures on the JSE at the commencement of
business on
                                                                                      Monday, 8 September
Rights offer closes at 14:30, payment to be made and form of instruction
lodged by certificated shareholders or their renounces by that time on
(see note 2)
                                                                                     Friday, 12 September
Record date for letters of allocation at the close of business on
                                                                                     Friday, 12 September
Entitlements in terms of the rights offer available / posted on                      Monday, 15 September
Refund cheques, if applicable, posted to certificated shareholders in
respect of unsuccessful excess applications on
                                                                                     Monday, 15 September
CSDP/broker accounts credited with convertible debentures and debited with
any payments due on
                                                                                     Monday, 15 September
Results of rights offer announced on SENS on or about                                Monday, 15 September
Results of rights offer published in the press on or about                          Tuesday, 16 September


Notes
1.       The above dates and times are subject to change. Any such change will be announced in the press
         and on SENS. All times referred to are local times in the RSA.

2.       Dematerialised shareholders are required to notify their duly appointed CSDP or broker of their
acceptance of the rights offer in the manner and by the time stipulated in the agreement governing the
relationship between the shareholder and his CSDP or broker.

3.       Share certificates may not be dematerialised or rematerialised between Monday, 18 August 2003
         and Friday, 22 August 2003, both days inclusive.

4.       CSDPs effect payment in respect of dematerialised shareholders on a delivery versus payment
         method.



9.   Letters of allocation

Letters of allocation can only be traded in dematerialised form and accordingly
the company will issue all letters of allocation in dematerialised form.  The
electronic record for certificated shareholders will be maintained by
Computershare Nominees (Proprietary) Limited to afford certificated shareholders
the same rights and opportunities as dematerialised shareholders.
Dematerialised shareholders entitled to participate in the rights offer must
make the necessary arrangements through their CSDP or broker regarding their
acceptance or otherwise of the rights offer in terms of the agreement entered
into between the dematerialised shareholder and the CSDP or broker.



10. Documentation

A circular, giving full details of the rights offer, will be posted to
shareholders on Monday, 25 August 2003.

Copies of the circular, in English, will be available for inspection from
Friday, 15 August 2003 during normal business hours (Saturdays, Sundays and
public holidays excepted) from:



-          the registered office of the company, 1 Copper Road, Phalaborwa;

-          the office of Barnard Jacobs Mellet Corporate Finance (Pty) Limited,
           5 Sturdee Avenue, Rosebank;

-          the office of Standard Corporate and Merchant Bank, 3 Simmonds
           Street, Johannesburg;

-          the office of Webber Wentzel Bowens, 10 Fricker Road, Illovo
           Boulevard, Johannesburg;

-          the company's transfer secretaries, Computershare Limited, Ground
           Floor, 70 Marshall Street, Johannesburg.


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

Peter Cunningham                                     Dave Skinner
Office:  [phone]                        Office:  [phone]
Mobile: [phone]                         Mobile: [phone]
Richard Brimelow                                     Daphne Morros
Office:  [phone]                        Office:  [phone]
Mobile: [phone]                         Mobile: [phone]

Website: www.riotinto.com




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