E&D Report Q/E 31 March 2005

BHP Billiton Limited
28 April 2005

     BHP Billiton Limited is issuing this announcement to fulfil disclosure
  obligations arising from its secondary listing on the London Stock Exchange.

    The text of this release is identical to that issued by BHP Billiton Plc
                                    earlier.


Date                 28 April 2005
Number               19/05

                  BHP BILLITON QUARTERLY REPORT ON EXPLORATION
                           AND DEVELOPMENT ACTIVITIES
                           January 2005 - March 2005


This report covers exploration and development activities for the quarter ended
31 March 2005. Unless otherwise stated, BHP Billiton's interest in the projects
referred to in this report is 100 per cent, and references to quarters are based
on calendar years.


The industry is currently operating in an environment where the services and
supplies necessary to execute its projects are in great demand, and as a result,
delivery of projects to budget and schedule is becoming more challenging. A
weakening US dollar combined with the demand for raw materials and hence
significant levels of project activity are leading to labour shortages and
rising input costs (such as steel, heavy machinery, fuel and other commodities).
BHP Billiton continues to work with its suppliers, contractors and other
stakeholders to mitigate the effect of these cost pressures where possible. We
have been successful to date. However, whilst all of our projects are currently
tracking in line or ahead of schedule, some will run over original Board
approved budgets.


PETROLEUM DEVELOPMENT


Atlantis South Development, Gulf of Mexico, USA (BHP Billiton 44%, non-operated)


In February 2005, BHP Billiton approved a revised budget of US$1.1 billion for
the development of the Atlantis South oil and gas reserves. The Atlantis South
development will have a gross nameplate daily capacity of 200,000 barrels of oil
and 180 million cubic feet of natural gas. During the quarter the production
platform's hull left the shipyard in South Korea and installation of suction
piles has commenced on site. The project remains on schedule for first
production in the third quarter of 2006.


MINERALS DEVELOPMENT


Aluminium



Worsley Development Capital Projects (DCP), Australia (BHP Billiton 86%)

The Worsley Alumina Development Capital Projects were approved in May 2004 with
a budget of US$192 million (US$165 million BHP Billiton share). The projects
will increase alumina capacity by 250,000 tonnes per annum (215,000 tonnes per
annum BHP Billiton share) to 3.5 million tonnes per annum (3.01 million tonnes
per annum BHP Billiton share). Overall the projects are greater than 40 per cent
complete. Engineering and procurement activities are nearing completion and site
activities have increased with a number of major contractors mobilised to
undertake mechanical and electrical construction work. Commissioning of the DCP
is scheduled for the first quarter of 2006.


Base Metals


Escondida Norte, Chile (BHP Billiton 57.5%)


The development of the Escondida Norte pit, located approximately 5 kilometres
north of the existing Escondida mining operations, was approved in June 2003 as
part of Escondida's operating strategy to maintain copper production capacity in
future years. Pre-mine waste stripping continued during the quarter with total
material movement to the end of March 2005 equalling 166 million tonnes. During
the period, work on the crushing station and both silo structures continued and
installation of the overland conveyor belt commenced. Commissioning of the
electrical power distribution system is well advanced and control systems
integration of the Escondida Norte ore into the existing mineral distribution
system has commenced. Overall project progress is on schedule at approximately
79 per cent complete with pre-mine development, design and construction
activities on track to meet first ore delivery to the crusher in the fourth
quarter of 2005. Development costs are estimated at US$400 million (BHP Billiton
share US$230 million).


Escondida Sulphide Leach, Chile (BHP Billiton 57.5%)

The Escondida Sulphide Leach project was approved in April 2004. The project
will produce 180,000 tonnes (103,500 tonnes BHP Billiton share) of copper
cathode per annum, utilizing a bacterially assisted leaching process on
low-grade run-of-mine ore from both the Escondida and Escondida Norte pits. The
resulting solutions will then be treated in conventional solvent extraction and
electrowinning plants. Detailed engineering and procurement activities are
substantially complete. Construction underway includes the leach pad base
preparation, the sea water desalination facilities and the solvent extraction
and electrowinning civil foundations. Development costs are estimated at US$870
million (US$500 million BHP Billiton share) and production is scheduled to begin
during the second half of 2006.


Spence, Chile


The Spence Project, approved in October 2004, will be a new open cut mine with
associated plant facilities capable of producing 200,000 tonnes per annum of
copper cathode through a combination of chemical and bacterial leaching. All
major equipment is being fabricated with some equipment now starting to arrive
on site. The road relocation is complete and construction of initial camp and
office facilities continues. The power line and main substation along with mine
support facilities are also under construction. The major earthworks contracts
have been awarded and hiring of personnel for mine operations is nearing
completion. Development costs are estimated at US$990 million and production is
scheduled to begin during the last quarter of 2006.

Carbon Steel Materials

Dendrobium Coal Project, Australia

The Dendrobium Mine will be a low cost underground longwall operation capable of
producing 5.2 million tonnes per annum of raw coal (3.6 million tonnes per annum
of clean coal). Longwall production commenced on 3 April 2005, eight weeks ahead
of schedule. Production commissioning was completed on 19 April 2005 and the
ramp up of longwall operations is now underway. Outstanding project works
include the completion of the coal fines dryer and installation of a sizer for
run of mine coal. Development costs, revised in October 2004, are estimated at
US$200 million. As the project has now been successfully commissioned, it will
no longer be included in this report.


Rapid Growth Project 2, Australia (BHP Billiton 85%)

The Rapid Growth Project 2 (RGP2) was approved in October 2004. The project
comprises increases in mine, rail and port capacity through the development of
Ore Body 18, purchases of additional rolling stock and a new car dumper at
Finucane Island. Engineering activities are well advanced, tendering procurement
processes are underway and initial site activities have commenced. The project
will increase installed capacity at Western Australian Iron Ore to 118 million
tonnes per annum by the second half of 2006. Development costs are estimated at
US$575 million (BHP Billiton share US$489 million).

Diamonds and Specialty Products


Panda Underground Project, EKATI Diamond Mine, Canada (BHP Billiton 80%)


The Panda Underground Project, approved in May 2004, will be a 2,600 tonnes per
day sub-level retreat mine that will deliver approximately 4.6 million tonnes of
ore and 4.7 million carats of high value Panda diamonds to the EKATI process
plant over a 6 year production life. Underground mine development is progressing
to schedule while construction activities associated with the mine surface
facilities are nearing completion. All four ventilation shafts have been
completed. First ore production was successfully achieved to schedule on 26
April 2005, with full production expected in early 2006. Development costs are
estimated at US$182 million (BHP Billiton share US$146 million).

Stainless Steel Materials

Ravensthorpe Nickel Project, Australia

The Ravensthorpe Nickel Project was approved in March 2004. The project includes
the development of a mine, treatment plant and associated infrastructure near
Ravensthorpe in Western Australia. The Ravensthorpe processing plant will
produce a mixed nickel-cobalt hydroxide intermediate product (MHP). Engineering
and procurement activities are proceeding to schedule. On site, the major
concrete pours to date have been completed, access roads are open to traffic,
all the construction camp accommodation modules are in place, and bulk
earthworks progress is enabling the mobilisation of oncoming contractors.
Development costs are estimated at US$1.05 billion, with the first shipment of
MHP expected by the second quarter of 2007.

Yabulu Extension Project, Australia

The Yabulu Extension Project was approved in March 2004. The metal refining
section of the QNI Yabulu refinery near Townsville in Queensland is being
expanded to process up to 220,000 tonnes of MHP. This additional processing
capacity will increase refinery production to 76,000 tonnes of nickel and 3,500
tonnes of cobalt. Engineering and procurement activities are proceeding to
schedule. The site infrastructure, site-wide piling, concrete and first tank
contracts have been awarded. Site work commenced during the period, with
activity on infrastructure and tankage underway. Development costs are estimated
at US$350 million, with first nickel metal production from the expanded Yabulu
refinery expected by late 2007.



PETROLEUM EXPLORATION

Exploration and appraisal wells drilled during the quarter or in the process of
drilling as at 31 March 2005.

             WELL                        LOCATION             BHP BILLITON EQUITY                   STATUS
Scarborough-3, 4a & 5           Australia,                 50% BHP Billiton and       Plugged and abandoned.
                                Exmouth Plateau            operator11                 Hydrocarbons encountered.
West Moonfish-1                 Australia,                 50% BHP Billiton; Esso     Plugged and abandoned.
                                Gippsland Basin            operator                   Hydrocarbons encountered.
Mad Dog Southwest Ridge &       Gulf of Mexico,            23.9% BHP Billiton;        Hydrocarbons encountered. See
Sidetracks 1 & 2                Green Canyon 825           BP operator                News@BHPBilliton dated 23 March
                                                                                      2005.
Joseph-1                        Gulf of Mexico,            20% BHP Billiton;          Drilling ahead.
                                High Island Block 10L      Shell operator
Blackbeard West-1               Gulf of Mexico,            5% BHP Billiton;           Drilling ahead.
                                South Timbalier Block 168  Exxon operator
Mustang                         Gulf of Mexico,            43.66% BHP Billiton and    Drilling ahead.
                                West Cameron 77 OCS-G-9387 operator
                                #2
Shenzi-4                        Gulf of Mexico,            44% BHP Billiton and       Plugged and abandoned.
                                Green Canyon 653           operator                   Hydrocarbons encountered.
Knotty Head-1                   Gulf of Mexico,            25% BHP Billiton;          Drilling ahead.
                                Green Canyon 512           Unocal operator
Makalu-1                        Gulf of Mexico,            30% BHP Billiton;          Temporarily plugged and abandoned.
                                Mississippi Canyon Block   Chevron Texaco operator
                                937

1 BHP Billiton operated and funded 100% of the activity.



MINERALS EXPLORATION


The Minerals Exploration group of BHP Billiton continued to pursue global
exploration opportunities for key commodities of interest utilising both
in-house capabilities and the Junior Alliance Programme.


Exploration drilling continued on diamond targets in Botswana, Namibia and
Angola; on porphyry copper targets in Chile and Peru; and on nickel targets in
Canada. Exploration for iron ore, coal and bauxite was undertaken in a number of
regions including Australia, India, Brazil and West Africa.


EXPLORATION EXPENDITURE

During the quarter, BHP Billiton spent US$31 million on minerals exploration,
all of which was expensed (US$93 million gross and US$92 million expensed year
to date), and US$106 million on petroleum exploration, of which US$77 million
was expensed (US$243 million gross and US$132 million expensed year to date).


                                        ****

Further information on BHP Billiton can be found on our Internet site: 
http://www.bhpbilliton.com

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