BHP Group Limited — Director's Dealing 2012

Apr 2, 2012

Company Secretariat

3 April 2012

==> picture [100 x 75] intentionally omitted <==

BHP Billiton Limited BHP Billiton Plc 180 Lonsdale Street Neathouse Place Melbourne Victoria 3000 Australia London SW1V 1BH UK GPO BOX 86A Melbourne Victoria 3001 Australia Tel +44 20 7802 4000 Tel +61 1300 55 47 57 Fax +61 3 9609 4372 Fax + 44 20 7802 4111 bhpbilliton.com bhpbilliton.com

To: Australian Securities Exchange London Stock Exchange

cc: New York Stock Exchange JSE Limited

Notification of Change of Interests of Persons Discharging Managerial Responsibility (Listing Rules & Disclosure and Transparency Rules of the UK Listing Authority)

Name of entities	BHP Billiton Limited	BHP Billiton Plc
	ABN 49 004 028 077	REG NO 3196209

As part of a dual listed company structure, the Group voluntarily notifies all stock exchanges on which either BHP Billiton Limited or BHP Billiton Plc have primary or secondary listings, all those interests of directors and persons discharging managerial responsibilities of both entities in the securities of both entities (and changes to those interests) which are required to be disclosed under the Listing Rules and Disclosure and Transparency Rules of the United Kingdom Listing Authority and the Group’s Securities Dealing document.

We (the entities) advise the following information under the UK Listing Authority Disclosure and Transparency Rule 3.1.4 and as agent for the person discharging managerial responsibilities in accordance with the Group’s Securities Dealing document.

Name of persondischarging managerialresponsibilities	Mr A Calderon
Date of last notice	7 December 2011
Date issuer informed oftransaction	2 April 2012
Date and place oftransaction	Shareplus employee share plan trust purchased the shareson the London Stock Exchange on 19 March 2012. Theshares were allocated and the issuer informed on 2 April2012.
Nature of transaction	Due to the expiry of the Qualification Period and satisfactionof other conditions under the terms of the all employeeshare plan Shareplus (2009) the:acquisition of 193 Matched Shares (ordinary shares ofBHP Billiton Plc) (see Part 3), andtransfer of 193 Acquired Shares (ordinary shares of BHPBilliton Plc).

BHP Billiton Limited ABN 49 004 028 077 BHP Billiton Plc Registration number 3196209 Registered in Australia Registered in England and Wales Registered Office:180 Lonsdale Street, Melbourne Victoria 3000 Australia Registered Office: Neathouse Place, London SW1V 1BH UK

Members of the BHP Billiton Group which is headquartered in Australia

Part 1 – Change of relevant interests in securities

Included in this Part are:

• in the case of a trust, interests in the trust made available by the responsible entity of the trust;

• details of the circumstance giving rise to the relevant interest;

• details and estimated valuation if the consideration is non-cash; and

• changes in the relevant interest of Connected Persons of the director.

		of relevant interests in securities	of relevant interests in securities	of relevant interests in securities	of relevant interests in securities	of relevant interests in securities	of relevant interests in securities	of relevant interests in securities
		art are:
		a trust, interests in the trust made available by the responsible entity
		ircumstance giving rise to the relevant interest;
		imated valuation if the consideration is non-cash; and
		relevant interest of Connected Persons of the director.
Direct or indirec		t interest		Indirect/Direct
Nature of indire(including regis		ct interest		Mr Calderon has an indirect interest in 269* ord			inaryres Acquiredmployee in thisy the
		tered holder)		h i BHP Billi Pl hld b Ch
				sares n ton c e y omputers
				Nominees on behalf of Shareplus participants a
				Shares under the scheme. Shareplus is an all e
				share purchase plan of the BHP Billiton Group.
				* Note – total above reflects shares transferred
				transaction (Acuired Shares) reviousl held
				q py
				Shareplus Nominee Computershare.
**Date of change **				2 April 2012
No. of securitieschange		held prior to		175269 (Direct)
				,
	g			462 (Indirect)
Cla	ss
				Ordinary Shares in BHP Billiton Plc
Nu	mber acquire	d		Mh h
				193 (atced Sares)
Nu	b di	d
	mer spos			—
Val	ue/Considera	tion		Nil priced Matched Shares (BHP Billiton Plc)
Noch	. of securities
		held after		175,655 (Direct)
	nge			269 (Indirect)
NaExatradsecpla	ture of changmple: on-marke, exercise of o	e		Allocation and transfer of Matching Shares and			transs.	fer of
		et trade off-ma	rket
		,ptions issue of		Acquired Shares from Computershare Nomine
		,
	urities under din participation i	idend reinvest	ment
		n buy-back
,Any additional information	,y additional information			Shareplus isthe lan em	an all-employeeloees contribut	share purchase plan.monies to urchase
				p,(Acquired ShUS$5,000 inquarterly baseach pay pe	yares), up to an anany Plan year. Sis using the empliod over the prec	pnual contribution limithares are purchasedoyees’ contributions meding 3 months Any
				.Acquired Shares still held by employees at the end oyear qualification period will be matched by the com

2

Part 2 – Change of interests in contracts other than as described in Part 3

Included in this Part are:

• only details of a contract in relation to which the interest has changed; and

• details and estimated valuation if the consideration is non-cash.

Detail of contract	—
Nature of interest	—
Name of registered holder(if issued securities)	—
No. and class of securities to whichinterest related prior to change	—
Interest acquired	—
Interest disposed	—
Value/Consideration	—
Interest after change	—

Part 3 – Change of interests in options or other rights granted by the entities

Included in this Part are only details of options or other rights granted which have changed, save for the total number of securities over which options or other rights are held following this notification.

this notification.
Date of grant	—
Period during which or date on whichexercisable	—
Total amount paid (if any) for the grant	—
Description of securities involved:class; number	—
Exercise price (if fixed at time of grant) orindication that price is to be fixed at timeof exercise	—

3

Part 3 – Change of interests in options or other rights granted by the entities (cont’d)

Total number of securities over whichoptions or other rights held at the date ofthis notice		BHP Billiton Plc823,503 – maximum number of PerformanceShares (ordinary shares of BHPBilliton Plc) under the LTIP69,434 – maximum number of DeferredShares (ordinary shares of BHPBilliton Plc) under the GIS269 – maximum number of matchedshares (ordinary shares of BHPBilliton Plc) under Shareplus_________893,206 – Total
Any additional information		This notification is in respect of the vestedMatched Shares under Shareplus where 193Matched Shares under the 2009 scheme werepurchased and transferred (see Part 1).

Part 4 – Contact details

Name of authorised officers responsiblefor making this notification on behalf ofthe entities	Nicola Evans – BHP Billiton LimitedGeof Stapledon – BHP Billiton Plc
Contact details	Nicola EvansTel:+61 3 9609 4326Fax:+61 3 9609 4372Geof Stapledon Tel:+44 20 7802 4176Fax:+44 20 7802 3054

4