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Number 38/07

BHP Billiton notes that, since the announcement of 8 November 2007 concerning market speculation in relation to the proposal for a potential combination between BHP Billiton and Rio Tinto, BHP Billiton Limited has continued to buy back ordinary shares in BHP Billiton Plc on the London Stock Exchange, as disclosed by BHP Billiton in daily announcements to the market.

BHP Billiton confirms that these purchases have been made by an independent third party on behalf of BHP Billiton under an irrevocable mandate. The mandate ended today and BHP Billiton will suspend the programme of buying on-market ordinary shares in BHP Billiton Plc as was announced on 7 February 2007 from the expiry of the mandate until further notice.

The directors of BHP Billiton accept responsibility for the information contained in this announcement. Having taken all reasonable care to ensure that such is the case, the information contained in this announcement is, to the best of the knowledge and belief of the directors of BHP Billiton, in accordance with the facts and contains no omission likely to affect its import.

For further information please contact:

Samantha Evans, Media Relations
Tel: +61 3 9609 2898  Mobile: +61 400 693 915

Don Carroll, Investor Relations
Tel: +61 3 9609 2686  Mobile: +61 417 591 938

United Kingdom
Andre Liebenberg, Investor Relations
Tel: +44 20 7802 4131  Mobile: +44 7920 236 974

Illtud Harri, Media Relations
Tel: +44 20 7802 4195  Mobile: +44 7920 237 246

United States
Tracey Whitehead, Investor & Media Relations
Tel: US +1 713 599 6100 or UK +44 20 7802 4031
Mobile: +44 7917 648 093

South Africa 
Alison Gilbert, Investor Relations
Tel: SA +27 11 376 2121 or UK +44 20 7802 4183
Mobile: +44 7769 936 227

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