Form 425

Filed by: BHP Billiton Plc

and BHP Billiton Limited

Pursuant to Rule 425 under the Securities Act of 1933

Subject Company: Rio Tinto plc

Commission File No.: 001-10533

The following are slides comprising a presentation that was given on June 24, 2008.

London and Sydney
24 June 2008
Steelmaking Materials Briefing

Slide 2
Disclaimer
By
reviewing/attending
this
presentation
you
agree
to
be
bound
by
the
following
conditions.
The
directors
of
BHP
Billiton
Limited
and
BHP
Billiton
Plc
(“BHP
Billiton")
accept
responsibility
for
the
information
contained
in
this
presentation.
Having
taken
all
reasonable
care
to
ensure
that
such
is
the
case,
the
information
contained
in
this
presentation
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.
Subject
to
the
above,
neither
BHP
Billiton
nor
any
of
its
directors,
officers,
employees
or
advisers
nor
any
other
person
makes
any
representation
or
warranty,
express
or
implied,
as
to,
and
accordingly
no
reliance
should
be
placed
on,
the
fairness,
accuracy
or
completeness
of
the
information
contained
in
the
presentation
or
of
the
views
given
or
implied.
To
the
extent
permitted
by
law,
neither
BHP
Billiton
nor
any
of
its
directors,
officers,
employees
or
advisers
nor
any
other
person
shall
have
any
liability
whatsoever
for
any
errors
or
omissions
or
any
loss
howsoever
arising,
directly
or
indirectly,
from
any
use
of
this
information
or
its
contents
or
otherwise
arising
in
connection
therewith.
Information
about
Rio
Tinto
plc
and
Rio
Tinto
Limited
("Rio
Tinto")
is
based
on
public
information
which
has
not
been
independently
verified.
This
presentation
is
for
information
purposes
only
and
does
not
constitute
or
form
part
of
any
offer
for
sale
or
issue
of
any
securities
or
an
offer
or
invitation
to
purchase
or
subscribe
for
any
such
securities,
nor
shall
it
or
any
part
of
it
be
relied
on
in
connection
with,
any
contract
or
investment
decision,
nor
does
it
constitute
a
proposal
to
make
a
takeover
bid
or
the
solicitation
of
any
vote
or
approval
in
any
jurisdiction,
nor
shall
there
be
any
sale
of
securities
in
any
jurisdiction
in
which
such
offer,
solicitation
or
sale
would
be
unlawful
prior
to
registration
or
qualification
under
the
securities
laws
of
any
such
jurisdiction
(or
under
an
exemption
from
such
requirements).
No
offering
of
securities
shall
be
made
into
the
United
States
except
pursuant
to
registration
under
the
US
Securities
Act
of
1933,
as
amended,
or
an
exemption
therefrom.
Neither
this
presentation
nor
any
copy
of
it
may
be
taken
or
transmitted
or
distributed
or
redistributed
(directly
or
indirectly)
in
Japan.
The
distribution
of
this
document
in
other
jurisdictions
may
be
restricted
by
law
and
persons
into
whose
possession
this
document
comes
should
inform
themselves
about,
and
observe,
any
such
restrictions.
This
presentation
is
directed
only
at
persons
who
(i)
are
persons
falling
within
Article
49(2)(a)
to
(d)
("high
net
worth
companies,
unincorporated
associations
etc.")
of
the
Financial
Services
and
Markets
Act
2000
(Financial
Promotion)
Order
2005
(as
amended)
(the
"Order")
or
(ii)
have
professional
experience
in
matters
relating
to
investments
falling
within
Article
19(5)
of
the
Order
or
(iii)
are
outside
the
United
Kingdom
(all
such
persons
being
referred
to
as
"relevant
persons").
This
presentation
must
not
be
acted
on
or
relied
on
by
persons
who
are
not
relevant
persons.
Certain
statements
in
this
presentation
are
forward-looking
statements
(including
statements
regarding
contribution
synergies,
future
cost
savings,
the
cost
and
timing
of
development
projects,
future
production
volumes,
increases
in
production
and
infrastructure
capacity,
the
identification
of
additional
mineral
Reserves
and
Resources
and
project
lives
and,
without
limitation,
other
statements
typically
containing
words
such
as
"intends,"
"expects,"
"anticipates,"
"targets,"
plans,"
"estimates"
and
words
of
similar
import.)
These
statements
are
based
on
current
expectations
and
beliefs
and
numerous
assumptions
regarding
BHP
Billiton's
present
and
future
business
strategies
and
the
environments
in
which
BHP
Billiton
and
Rio
Tinto
will
operate
in
the
future
and
such
assumptions,
expectations
and
beliefs
may
or
may
not
prove
to
be
correct
and
by
their
nature,
are
subject
to
a
number
of
known
and
unknown
risks
and
uncertainties
that
could
cause
actual
results,
performance
and
achievements
to
differ
materially.
Factors
that
could
cause
actual
results
or
performance
to
differ
materially
from
those
expressed
or
implied
in
the
forward-looking
statements
include,
but
are
not
limited
to,
BHP
Billiton's
ability
to
successfully
combine
the
businesses
of
BHP
Billiton
and
Rio
Tinto
and
to
realise
expected
synergies
from
that
combination,
the
presence
of
a
competitive
proposal
in
relation
to
Rio
Tinto,
satisfaction
of
any
conditions
to
any
proposed
transaction,
including
the
receipt
of
required
regulatory
and
anti-trust
approvals,
Rio
Tinto’s
willingness
to
enter
into
any
proposed
transaction,
the
successful
completion
of
any
transaction,
and
the
risk
factors
discussed
in
BHP
Billiton's
and
Rio
Tinto’s
filings
with
the
U.S.
Securities
and
Exchange
Commission
("SEC")
(including
in
Annual
Reports
on
Form
20-F)
which
are
available
at
the
SEC's
website
(http://www.sec.gov).
Save
as
required
by
law
or
the
rules
of
the
UK
Listing
Authority
and
the
London
Stock
Exchange,
the
UK
Takeover
Panel,
or
the
listing
rules
of
ASX
Limited,
BHP
Billiton
undertakes
no
duty
to
update
any
forward-looking
statements
in
this
presentation.
No
statement
concerning
expected
cost
savings,
revenue
benefits
(and
resulting
incremental
EBITDA)
and
EPS
accretion
in
this
presentation
should
be
interpreted
to
mean
that
the
future
earnings
per
share
of
the
enlarged
BHP
Billiton
group
for
current
and
future
financial
years
will
necessarily
match
or
exceed
the
historical
or
published
earnings
per
share
of
BHP
Billiton,
and
the
actual
estimated
cost
savings
and
revenue
benefits
(and
resulting
EBITDA
enhancement)
may
be
materially
greater
or
less
than
estimated.
References
in
this
presentation
to
“$”
are
to
United
States
dollars
unless
otherwise
specified.

Slide 3
Disclaimer (continued)
Cautionary
Note
to
US
Investors
–
The
SEC
generally
permits
mining
companies
in
their
filings
with
the
SEC
to
disclose
only
those
mineral
deposits
that
the
company
can
economically
and
legally
extract.
Certain
terms
in
this
presentation,
including
“resource”,
“mineralisation”
and
“potential
mineralisation”,
would
not
generally
be
permitted
in
an
SEC
filing.
The
material
denoted
by
such
terms
is
not
proven
or
probable
Reserves
as
such
terms
are
used
in
the
SEC's
Industry
Guide
7,
and
there
can
be
no
assurance
that
BHP
Billiton
will
be
able
to
convert
such
material
to
proven
or
probable
Reserves
or
extract
such
material
economically.
BHP
Billiton
urges
investors
to
refer
to
its
Annual
Report
on
Form
20-F
for
the
fiscal
year
ended
30
June,
2007
(and,
with
respect
to
iron
ore
Reserves,
the
BHP
Billiton
Reserves
News
Release,
dated
24
June
2008
and
available
at
www.bhpbilliton.com
and
www.sec.gov)
for
its
most
recent
statements
of
mineral
Reserves
calculated
in
accordance
with
Industry
Guide
7.
Information
Relating
to
the
US
Offer
for
Rio
Tinto
plc
BHP
Billiton
plans
to
register
the
offer
and
sale
of
securities
it
would
issue
to
Rio
Tinto
plc
US
shareholders
and
Rio
Tinto
plc
ADS
holders
by
filing
with
the
SEC
a
Registration
Statement
(the
“Registration
Statement”),
which
will
contain
a
prospectus
(the
“Prospectus”),
as
well
as
other
relevant
materials.
No
such
materials
have
yet
been
filed.
This
communication
is
not
a
substitute
for
any
Registration
Statement
or
Prospectus
that
BHP
Billiton
may
file
with
the
SEC.
U.S.
INVESTORS
AND
U.S.
HOLDERS
OF
RIO
TINTO
PLC
SECURITIES
AND
ALL
HOLDERS
OF
RIO
TINTO
PLC
ADSs
ARE
URGED
TO
READ
ANY
REGISTRATION
STATEMENT,
PROSPECTUS
AND
ANY
OTHER
DOCUMENTS
MADE
AVAILABLE
TO
THEM
AND/OR
FILED
WITH
THE
SEC
REGARDING
THE
POTENTIAL
TRANSACTION,
AS
WELL
AS
ANY
AMENDMENTS
AND
SUPPLEMENTS
TO
THOSE
DOCUMENTS,
WHEN
THEY
BECOME
AVAILABLE
BECAUSE
THEY
WILL
CONTAIN
IMPORTANT INFORMATION.
Investors
and
security
holders
will
be
able
to
obtain
a
free
copy
of
the
Registration
Statement
and
the
Prospectus
as
well
as
other
relevant
documents
filed
with
the
SEC
at
the
SEC's
website
(http://www.sec.gov),
once
such
documents
are
filed
with
the
SEC.
Copies
of
such
documents
may
also
be
obtained
from
BHP
Billiton
without
charge,
once
they
are
filed
with
the
SEC.
Information
for
US
Holders
of
Rio
Tinto
Limited
Shares
BHP
Billiton
Limited
is
not
required
to,
and
does
not
plan
to,
prepare
and
file
with
the
SEC
a
registration
statement
in
respect
of
the
Rio
Tinto
Limited
Offer.
Accordingly,
Rio
Tinto
Limited
shareholders
should
carefully
consider
the
following:
The
Rio
Tinto
Limited
Offer
will
be
an
exchange
offer
made
for
the
securities
of
a
foreign
company.
Such
offer
is
subject
to
disclosure
requirements
of
a
foreign
country
that
are
different
from
those
of
the
United
States.
Financial
statements
included
in
the
document
will
be
prepared
in
accordance
with
foreign
accounting
standards
that
may
not
be
comparable
to
the
financial
statements
of
United
States
companies.
Information
Relating
to
the
US
Offer
for
Rio
Tinto
plc
and
the
Rio
Tinto
Limited
Offer
for
Rio
Tinto
shareholders
located
in
the
US
It
may
be
difficult
for
you
to
enforce
your
rights
and
any
claim
you
may
have
arising
under
the
U.S.
federal
securities
laws,
since
the
issuers
are
located
in
a
foreign
country,
and
some
or
all
of
their
officers
and
directors
may
be
residents
of
foreign
countries.
You
may
not
be
able
to
sue
a
foreign
company
or
its
officers
or
directors
in
a
foreign
court
for
violations
of
the
U.S.
securities
laws.
It
may
be
difficult
to
compel
a
foreign
company
and
its
affiliates
to
subject
themselves
to
a
U.S.
court's
judgment.
You
should
be
aware
that
BHP
Billiton
may
purchase
securities
of
either
Rio
Tinto
plc
or
Rio
Tinto
Limited
otherwise
than
under
the
exchange
offer,
such
as
in
open
market
or
privately
negotiated
purchases.

Slide 4
Disclaimer (continued)
Competent
Persons
for
Mineral
Resources
and
Ore
Reserves
are
named
in
the
BHP
Billiton
Limited
Group
Combined
Financial
Statements
2007
and
BHP
Billiton
press
release
of
24
June
2008,
which
can
be
viewed
at
www.bhpbilliton.com.
The
statement
of
Mineral
Resources
and
Ore
Reserves
being
presented
has
been
produced
in
accordance
with
the
Australasian
Code
for
Reporting
of
Mineral
Resources
and
Ore
Reserves,
December
2004
(the
JORC
Code).
This
information
is
based
on
information
prepared
by
the
relevant
Competent
Persons
and
relates
to
Mineral
Resources
and
Ore
Reserves
forecast
as
at
30
June
2008.
Competent
Persons
for
Iron
Ore
are
Heath
Arvidson
(Resources
and
Potential
Mineralisation)
and
Reza
Pasyar
(Reserves).
Competent
Persons
for
Manganese
are
E
P
W
Swindell
(SACNASP),
E
P
Ferreira
(SACNASP)
and
O
van
Antwerpen
(SACNASP).
Metallurgical
Coal
Competent
Persons
for
Mineral
Resources
and
Ore
Reserves
are
named
in
the
BHP
Billiton
Limited
Group
Combined
Financial
Statements
2007,
which
can
be
viewed
at:
http://bhpbilliton.com.
Doug
Dunn
verifies
that
this
report
is
based
on
and
fairly
reflects
the
information
from
the
BHP
Billiton
FY07
Annual
Report.
All
Competent
Persons
are
full
time
employees
of
BHP
Billiton
(unless
otherwise
specified)
and
have
sufficient
experience
relevant
to
the
style
of
mineralisation
and
type
of
deposit
under
consideration
and
to
the
activity
they
are
undertaking
to
qualify
as
a
Competent
Person
as
defined
in
the
JORC
Code.
All
Competent
Persons
are
members
of
either
the
Australian
Institute
of
Mining
&
Metallurgy
(AusIMM)
or
the
Australian
Institute
of
Geoscientists
(AIG)
or
a
Recognised
Overseas
Professional
Organisation
(ROPO).
The
Competent
Persons
consent
to
the
inclusion
in
this
report
of
the
matters
based
on
their
information
in
the
form
and
context
in
which
it
appears.
Doug
Dunn,
who
is
a
member
of
the
AusIMM,
is
a
full
time
employee
of
BMA.

Slide 5
Today’s agenda
Introduction & Markets
Marcus Randolph, Chief Executive Ferrous and Coal
Iron Ore
Ian Ashby, President Iron Ore
Metallurgical Coal
Dave Murray, President Coal
Manganese
Peter Beaven, President Manganese
Concluding Remarks
Marius Kloppers, Chief Executive Officer

Marcus Randolph
Chief Executive Ferrous and Coal
Introduction and Markets
24 June 2008

Slide 7
Introduction
Steelmaking materials demand
Market pricing
Introduction & Markets

Slide 8
Iron ore, metallurgical coal and manganese are integral
components in blast furnace production
Notes:
a)
Iron
ore
2008
forecast
price
calculated
based
on
65-71%
increase
above
Newman
IO
fines
price
in
2007
–per
Vale
settlement
for
Itabira
fines.
Assuming
63.5%
iron
content
and
5%
moisture.
b)
Metallurgical
coal
2008
forecast
price
calculated
based
on
206-240%
increase
above
Peak
Downs
Hay
Point
price
in
2007
–
per
BHP
Billiton
announcement
9-Apr-2008.
c)
Manganese
2008
forecast
price
assumes
100%
FeMn
use
and
76%
Mn
content
in
HC
FeMn.
Based
on
actual
USA
spot
HC
FeMn
prices
for
Jan
–
May
2008
and
BHP
Billiton
forecasts.
Basic Oxygen Furnace
COKE OVEN
COKE OVEN
CONVERTER (BOF)
CONVERTER (BOF)
REFINING STAND
REFINING STAND
CONTINUOUS CASTING
CONTINUOUS CASTING
REHEAT FURNACE
REHEAT FURNACE
SINTERING
SINTERING
Iron ore
Coal
Coke
Slag
Molten pig iron
Sintered ore
“Graded”
Liquid Steel
Slab
Hot
Rolled
Coils
ROLLING MILL
ROLLING MILL
Electrical Arc Furnace
“Graded”
Liquid
Steel
Scrap
Raw liquid
steel
Hot Rolled
Coils
ROLLING MILL
ROLLING MILL
TUNNEL FURNACE
TUNNEL FURNACE
THIN SLAB CASTING
THIN SLAB CASTING
REFINING STAND
REFINING STAND
BLAST FURNACE
BLAST FURNACE
ELECTRIC ARC FURNACE
ELECTRIC ARC FURNACE
Input per tonne
of
steel (kg)
Cost per tonne
HRC
(US$’2008)
Iron
Ore
(a)
1,600
133
Metallurgical
Coal
(b)
600
180
Manganese
(c)
7
25
Blast Furnace Production Inputs

Slide 9
Blast furnace steel production is continuing to increase
•
66% of global crude steel is currently
generated via blast furnaces
•
Blast furnace production and
share is
continuing to rise
•
Trend is to larger, higher productivity
furnaces
•
China’s steel policy is supportive of this
move and the shift towards blast furnace
•
Shift in size and efficiency demands will
require high-quality raw materials
Global
blast
furnace/BOF
steel
production
(a)
50%
55%
60%
65%
70%
0
500
1,000
1,500
World BF/BOF production (RHS)
BOF share of crude steel production (LHS)
Market share
(%)
Steel production
(mt)
Notes:
(a)
Source: IISI, CRU (pre-1990).
CAGR: 1.0%
CAGR:
8.4%

Slide 10
BHP Billiton’s businesses are leaders in their own right
•
BHP Billiton is the only mining
company with a top three marketing
position in all three steel raw material
groups
•
Australian based operations have a
significant location advantage with
close proximity to Asian growth
market
•
Expected mineralisation base will
support metallurgical coal and iron
ore production lives of >50 years
•
We are aggressively expanding
production capacity
296
103
145
21
111
24
25
14
25
17
5
33
0
50
100
150
200
250
300
350
Vale
BHP Billiton
Rio Tinto
Anglo
American
Xstrata
Manganese
Met Coal
Iron Ore
Source:
Annual
reports,
BHP
Billiton
analysis.
a)
Calculation
based
on
CY2007
equity
production
and
JFY2008
prices.
Iron
ore
JFY2008
price
based
on
a
71%
increase
above
JFY2007
benchmark
–
per
Vale
settlement
for
Ilabira
fines.
Metallurgical
coal JFY2008
price
based
on
a
206-240%
increase
above
JFY2007
benchmark
–
per
BHP
Billiton
announcement
9-Apr-2008.
Manganese
JFY2008
price
based
on
recent
manganese
spot
price
settlement
reported
in the
Tex
Report
on
12-Feb-2008.
Iron
ore
equivalent
production
(a)
(mt, CY2007 based on JFY2008 prices)

Slide 11
Three large, low cost, high quality and expandable businesses
•
Production is expected to triple between 2007 and 2015 –
benefits of
operational scale and simplicity
•
High quality resources, and low costs of production
•
Large resource base in close proximity to key growth markets
Iron Ore
Metallurgical
Coal
Manganese
•
Bowen Basin produces ~64% of the global seaborne metallurgical coal
•
Large, low cost operations, supplying extremely high quality products to
customers
•
Resource base and infrastructure provides growth optionality
•
Unique high grade ore position
•
High value in use is being reflected in price

Slide 12
One co-ordinated business unit
Marcus Randolph
Chief Executive Ferrous and Coal
•
31 years resources experience
•
9 years at BHP Billiton
•
Previously held roles:
–
Chief Organisation
Development Officer
–
President Diamonds & Specialty Products
–
Chief Development Officer Minerals
Iron Ore
Metallurgical Coal
Manganese
Marketing
•
Previously held roles:
–
President and Chief Operating
Officer, WA Iron Ore
–
Chief Operating Officer Base
Metals
Ian Ashby
President, Iron Ore
•
28 years resources
experience
•
21 years at BHP Billiton
Dave Murray
President, Coal
•
29 years resources
experience
•
29 years at BHP Billiton
Peter Beaven
President, Manganese
•
8 years resources
experience
•
8 years at BHP Billiton
Nelson Silva
Marketing Director Carbon
Steel Materials
•
Previously held roles:
–
President, Metallurgical Coal
–
Chief Executive Officer, BMA
–
Chief Executive Billiton Coal
•
Previously held roles:
–
Chief Development Officer,
Carbon Steel Materials
–
Practice Leader, Corporate
Finance
–
Executive Director, UBS Warburg
•
Previously held roles:
–
President, Aluminium
–
Marketing and Sales Director,
CVRD Iron Ore Division
–
Commercial Director, Embraer
–
Chief Executive Officer, ALL
Logistica
•
19 years resources
experience
•
1 year at BHP Billiton

Slide 13
Marketing reflects customer requirements
•
Purpose is to delight our customers and to
receive market prices
•
Superior product offerings with full range of steel
making materials
•
Security of long term contract volumes, capturing
floating prices
•
Freight optimisation –
prefer CIF to FOB
•
Measure and reward performances against
market prices for product and freight and
customer satisfaction

Slide 14
Safety performance demonstrates operational control
0
5
10
15
20
25
30
35
Jul-04
Dec-04
May-05
Oct-05
Mar-06
Aug-06
Jan-07
Jun-07
Nov-07
Apr-08
Iron ore
Metallurgical coal
Manganese
Total recordable incident frequency rate (TRIFR)
(Per million hours, 12 month rolling average)

Slide 15
Introduction
Steelmaking materials demand
Market pricing
Introduction & Markets

Slide 16
Steel is an essential input as nations industrialise
and urbanise
Finished steel consumption
(kg/capita)
Source: World Bank; Government Statistics for Taiwan; IISI
0
250
500
750
1,000
1,250
0
5,000
10,000
15,000
20,000
25,000
30,000
GDP/Capita (Jan-2008 Constant US Dollars)
China
India
Japan
Korea, Rep.
Taiwan
Germany
United States

Slide 17
China’s urban population is on track to reach one billion
China population by city size
(Millions of people)
143
157
149
232
160
315
86
102
34
120
572
926
2005
2025
Big town
(<0.5m)
Small
(0.5m–1.5m)
Midsized
(1.5m–5m)
Big (5m–10m)
Mega (10m+)
Source: McKinsey Global Institute, March 2008, “Preparing for China’s Urban Billion”.
–
the number of times which GDP will have
multiplied by 2025
5
of these buildings could be skyscrapers –
the
equivalent to constructing up to ten New York
cities
50,000
square metres
of floor space will be built –
in
five million buildings
40
billion
mass-transit systems could be built
170
square metres
of road will be paved
5
billion
Chinese cities will have over one million people
living in them –
Europe has 35 today
221
China's expected urbanisation in 2025

Slide 18
China is the world’s largest steel producer
Source:  IISI and BHP Billiton estimates.
Note crude steel production growth calculated based on the change in annual production between years ended 1996 and 2007.
0
250
500
750
1,000
1,250
1,500
1996
2007
Crude steel production
(mt)
China
USA
Japan
Europe
Other
India
66%
20%
5%
4%
5%
0%
Crude steel production growth (1996-2007)
(mt)
China
USA
Japan
Europe
Other
100% = 590
India

Slide 19
India metallurgical coal demand –
the next wave
9.7
9.3
11.2
9.7
8.8
7.2
6.6
Indian domestic metallurgical coal consumption
(mt)
Data source: CRU “The Annual Outlook for Coking Coal 2007”, BHP Billiton.
10.7
12.9
14.9
15.9
19.6
20.2
22.9
Indian seaborne metallurgical coal consumption
(mt)

Slide 20
Source: GTIS and CRU
Note: Trade flow figures are in million tonnes per year and domestic supply and demand figures are in million tonnes. All data is for the year ended 2006. Location of the arrows are indicative.
South America
Domestic supply / demand
0%
426%
Iron Ore
Met Coal
India
Domestic supply / demand
17%
226%
Iron Ore
Met Coal
China
Domestic supply / demand
47%
99%
Iron Ore
Met Coal
CIS / Other Europe
101%
97%
Iron Ore
Met Coal
Domestic supply / demand
Australia is the natural supplier to Asia
75
21
137
62
14
238
84
18
26

Slide 21
Introduction
Steelmaking materials demand
Market pricing
Introduction & Markets

Slide 22
The price received by Australian producers does not reflect
its superior value
0
20
40
60
80
100
120
140
160
180
200
220
Jun-03
Nov-03
May-04
Nov-04
May-05
Oct-05
Apr-06
Oct-06
Apr-07
Sep-07
Mar-08
China Market Price (66% Fe Equiv)
Newman Fines
Carajas Fines
Source:
Press
releases,
TEX
report,
Baltic
Exchange
and
BHP
Billiton
estimates.
Newman
fines
and
Carajas
fines
price
are
based
on
the
benchmark
price
multiple
by
its
natural
grade
from
TEX
report.
The
freight
rates
are
based
on
spot
rate
for
Western
Australia
to
China
and
Brazil
to
China. JFY2008
Newman
fines
price
based
on
a
71%
increase
above
JFY2007
benchmark
–
per
Vale
settlement
for
Ilabira
fines.
a)
Source:
China
market
price
(66%
Fe
Equiv)
is
the
average
price
of
13
China
regions
in
11
provinces
including
Anhui
Anqing,
Fujian
Longyan,
Guangdong
Huaiji,
Guangxi
Liuzhou,
Hebei
Tangshan,
Hebei
Hanxing, Hubei,
Inner
Mongolia
Wuhai,
Liaoning
Benxi,
Liaoning
Chaoyang,
Shandong
Zibo,
Shanxi
Daixian
and
Sichuan
Liangshan.
(a)
Iron ore landed prices
(US$/dmt)

Slide 23
Transparent pricing for bulk commodities will maximise
supply from the most efficient producers
Financial swaps
enable ‘price risk’
to
be managed
separately from
‘supply risk’
Counter-parties
trade directly with
each other
Prices set by
negotiation
Time
Source: FSA
OTC Forward
Delivery
Benchmark  
pricing
OTC Financial
Swap

Slide 24
382%
599%
486%
Iron ore
Metallurgical
coal
Manganese
ore
Raw material prices have risen, but still low as a % of steel price
Commodity price movement
(% change 2001-2008)
Note:
Historical
nominal
prices
based
on
Japanese
financial
year
benchmarks
beginning
April
of
relevant
year.
a)
Iron
ore
based
on
benchmark
FOB
prices.
JFY2008
forecast
prices
calculated
based
on
65-71%
increase
above
JFY2007
benchmark
–
per
Vale
settlement
for
Itabira
fines.
b)
Metallurgical
coal
based
on
Peak
Downs
Hay
Point
FOB.
JFY2008
forecast
prices
calculated
based
on
206-240%
increase
above
JFY2007
benchmark
–
per
BHP
Billiton
announcement
9-Apr-2008.
c)
Manganese
based
on
GEMCO
lump
ore
contract
FOB.
JFY2008
prices
based
on
recent
manganese
spot
price
settlement
reported
in
the
Tex
Report
on
12-Feb-2008.
d)
Based
on
benchmark
contract
prices.
Iron
ore,
metallurgical
coal
and
manganese
announced
2008
settlements
(71%
for
iron
ore
and
206%
for
coking
coal)
are
reflected
in
Q2
CY2008
costs
for
2008
YTD
estimate.
e)
For
US
delivery.
Source:
CRU.
Hot rolled coil price and raw material costs
(US market transactions (US$/mt) and share of raw materials costs (%))
0
100
200
300
400
500
600
700
800
900
1,000
2001
2002
2003
2004
2005
2006
2007
2008
YTD
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
Raw materials cost as % of HRC price, % (RHS)
HRC price (LHS) US$/mt
(d)
(e)
(a)
(b)
(c)

Ian Ashby, President
24 June 2008
Iron Ore

Slide 26
Iron Ore
A world class iron ore business
2008 –
A record year
Continued rapid growth
Key messages

Slide 27
BHP Billiton Iron Ore –
A premier iron ore business
WAIO (85-100%)
Samarco
Operations
Selected Customer Technical
Collaborations
Exploration & Development
CSM Technology Centre
Quadrilatero
Ferrifero
Nimba / W Africa
CW Africa
Bluescope
NSC
JFE Steel
Baosteel
CSC
WISCO
Masteel
India
Iron Ore Marketing
Nelson Point
Yandi
Newman JV
Mining Area C
BHP Billiton’s Tenements
Jimblebar
Jinayri
Nimingarra
Yarrie
Finucane Island

Slide 28
Central Pilbara
12bt of high quality Resource and 21 to 35bt of
mineralisation concentrated in two production regions
Source:  Resource base: BHP Billiton News Release, 24-Jun-2008;
Equity basis: The Mineral Resource of 11.7bt in 100% terms translates to an attributable Mineral Resource of 10.3bt. The Potential Mineralisation range of 21 to 35bt in 100% terms translates to an
attributable Potential Mineralisation Range of 19 to 32bt.
The
Potential
Mineralisation
(Exploration
Target)
is
based
on
probabilistic
assessment
of
are
as
across
the
Pilbara
using
surface
mapping,
geophysics,
known
regional
geology
and
some
limited
drill
results
acquired
over
the
last
40
years
of
exploration.
The
target
range
is
conceptual
in
nature,
there
has
not
been
sufficient
exploration
to
define
a
Mineral
Resource
and
it
is
uncertain
if
further
exploration
will
result
in
the
determination
of
a
Mineral
Resource
This
BHP
Billiton
Mineral
Resource
information
should
be
read
together
with
and
subject
to
the
notes
set
out
in
the
BHP
Billiton
Resource
and
Reserve
News
Release,
dated
24
June
2008.
This document can be viewed at: http://bhpbilliton.com.
•
12bt of high quality Mineral Resource
(100% basis)
•
Potential Mineralisation range has
increased by 17% (21 –
35bt, 100%
basis)
•
Large tonnages of Marra
Mamba and
Brockman ores, available for blending, at
both Central and East Pilbara hubs
•
Benefits of concentrated resources
-
Infrastructure scale efficiencies
-
More resource unlocked by local
blending
-
Smaller environmental footprint
East Pilbara
<0.5bt
Nelson Point
Finucane
Island
BHP Billiton
Tenements
BHP Billiton Mines
Ore Reserve
Mineral Resource
Potential
Mineralisation
>2bt
1 –
2bt
0.5 –
1bt

Slide 29
Source:  CRU, BHP Billiton analysis
Iron Ore cost delivered to Asia
($/dmt)
Cumulative production (Mt)
WA Iron Ore weighted
average cost delivered to Asia
0
100
200
300
400
500
600
700
800
900
1000
0
140
130
120
110
100
90
80
70
60
50
40
30
20
10
2008  Delivered
2007  Delivered
Low cost supply to customers
•
Proximity to market drives  a
delivered cost advantage
•
Freight costs have become a
much larger component of
delivered cost
•
Supply side pressures has seen
increased supply of low cost
Chinese domestic ore in 2008
•
Tier 1 direct ship ore producers
are best placed to deliver
sustainable low cost product in
an environment of rising input
costs

Slide 30
Iron Ore
A world class iron ore business
2008 –
A record year
Continued rapid growth
Key messages

Slide 31
2.3
2.4
3.0
7.0
8.0
11.7
FY2006
FY2007
FY2008
+15%
increase
+46%
increase
Pilbara Resources and Reserves
(Bt, 100% basis)
46% increase in the Pilbara Resource base
Ore Reserve
Mineral Resource
•
Ore Reserve increased by 0.6 bt
to
3 bt
total  (23% increase on FY07)
•
Mineral Resource increased by 3.7 bt
to 12 bt
•
Added 2.3 bt
Resource in Central
Pilbara hubs:
-
1.4 bt
Resources at Jinayri
-
0.9 bt
Resources at Marillana
•
Added 1.4 bt
Mineral Resource at
existing hubs (Yandi, Area C, Newman)
Source:
BHP
Billiton
News
Release,
[24-Jun-2008]
Equity
basis:
The
Mineral
Resource
of
11.7bt
and
Ore
Reserve
of
3bt
in
100%
terms
translates
to
an
attributable
Mineral
Resource
and
Ore
Reserve
of
10.3bt
and
2.6bt
respectively.
Additional
detail
on
attributable Reserves
and
Resources
is
provided
in
the
BHP
Billiton
Resource
and
Reserve
News
Release,
dated
24
June
2008.
This
BHP
Billiton
Mineral
Resource
information
should
be
read
together
with
and
subject
to
the
notes
set
out
in
the
BHP
Billiton
Resource
and
Reserve
News
Release,
dated
24
June
2008.
This
document
can
be viewed
at:
http://bhpbilliton.com.

Slide 32
•
RGP3 completed under budget and on time
a
•
System Operating at RGP3 design rate of
129 mtpa (100%)
b
-
New stockyard at Finucane
Island
-
C Berth and shiploader
upgrade
-
Area C mine expansion, new processing
plant and stockyard
•
Samarco expansion completed
-
New concentrator, third pellet plant and
pipeline
-
7.6 mtpa
C
capacity added (+ >50%)
-
Reserves increased by 30%
-
Resources increased by 11%
2008 –
Growth projects delivered
Notes:
a)
Budget: Capex forecast to completion tracking under budget in operating currency
b)
110 mtpa in attributable terms
c)
3.8 mtpa in attributable terms
Above: New stacker and reclaimer at Area C operating at design rates
Below: Samarco pellet plant 3

Slide 33
2008 –
Continuing excellent operating performance
•
Continued rate of safety improvement
•
Record production in Q1 CY08
•
Strong cost performance
•
Outperforming on volumes:
-
Record ore mined at Area C and
Yandi
-
Railing to port
-
High performance from all ship
loaders
•
Samarco rapid ramp-up: new pellet plant
already operating at design rates
Above:
Stockyard
operations
at
Area
C
Below:
Loading
first
ore
from
shiploader
3
in
October
2007

Slide 34
0
10
20
30
FY02
FY08
Volumes growing at an average annual rate of 9%
Quarterly production, BHP Billiton Iron Ore
(mt, WAIO and Samarco equity basis)
•
Strong historical growth
•
Beating production targets
•
Record quarterly production in
Q1 CY08
•
Delivering 100% of contracted
tonnes

Slide 35
Iron Ore
A world class iron ore business
2008 –
A record year
Continued rapid growth
Key messages

Slide 36
Clear plan for growth to 300 mtpa and beyond
26
112
20
45
40
60
50
Western Australia Iron Ore capacity
(mtpa, 100% basis)
2015
Pre-feasibility
Quantum 1
2007
RGP3*
RGP4
RGP5
RGP6
Quantum 2
Status
CY07 Actual
Production
Ramping up
to full capacity
Construction
Feasibility &
early works
Pre-feasibility
Concept
Completion  (CY)
2007
2010
2011
2012
300
capacity
in 2015
Completed
Advanced planning
Construction
Notes:
•
109
mtpa
capacity
pre
RGP3
•
Attributable
basis:
CY2007
=
95
mtpa;
240
mtpa
=
~
204
mtpa;
300
mtpa
=
~
255
mtpa;
350
mtpa
=
~
298
mtpa
> 350
capacity
240
capacity
in 2012

Slide 37
Resource evaluation programme to support growth
•
Focus on identifying new resource
to support new mining hubs
•
FY08 resource evaluation
programme has delivered a 46%
increase in Mineral Resources
•
~US$500m in expenditure planned
•
Resources have significant
geological upside
•
The evaluation programme is in
place to continue to deliver results
Drill metres
(‘000s)
Source:  BHP Billiton.
0
50
100
150
200
250
300
350
400
450
500
FY07
Current
FY09F
FY10F
FY11F
FY12F
FY13F
Resource
drilling
Reserve
drilling

Slide 38
Rapid Growth Project 4 –
Capacity 155 mtpa
Notes:
•
Budget:
Capex
forecast
to
completion
tracking
on
budget
in
operating
currency
•
155
mtpa
in
100%
terms
translates
to
~132
mtpa
in
attributable
terms
Above:
Construction
of
Jimblebar,
including
new
rail
loadout
,
May
2008
Below:
Construction
of
the
Newman
Hub,
May
2008
•
155 mtpa capacity by 2010 (100%)
•
Project ~40% complete
•
Accelerating delivery
•
Port works are complete: Car Dumper 2,
Stacker 12, 2nd row East Yard
•
Major construction fronts at Newman
and Jimblebar underway including:
-
Mine expansion
-
Rail shuttle and car dumper
-
Crushing and screening plant
-
Blending yard
-
Train loadout

Slide 39
Rapid Growth Project 5 –
Capacity 200+ mtpa
Notes:
•
200+mtpa in 100% terms translates to ~170+ mtpa in attributable terms
•
US$1.1B pre-approval funding is 100% terms.
Above: RGP5 Drilling Barge at Port Hedland (Finucane Island in the background)
Below: Yule River bridge, starting dual tracking construction
•
200+ mtpa capacity by 2011 (100%)
•
Approval for early works in January
2008 –
US$1.1bn
•
Ordering long lead equipment
•
Critical tenders under evaluation
•
Dual tracking of rail at Yule River
Bridge commencing
•
Seeking final investment approval in
4th quarter of 2008
•
Harriet Point port geotechnical program
80% complete

Slide 40
Above: Nelson Point Port Plans
Below: Port Hedland Inner Harbour
Rapid Growth Project 6 –
Capacity 240 mtpa
Nelson Point
•
RGP6 targeting 240 mtpa capacity by
2012 (100%)
•
Pre-feasibility study on track for
completion in H1 CY09
•
Leveraging off RGP5 works for rapid
start:
-
Dredging
-
Equipment and plant procurement
-
Rail corridors
•
Nelson Point geotechnical work
complete
•
Inner harbour port design well
advanced
Notes:
•
240 mtpa in 100% terms translates to ~204 mtpa in attributable terms

Slide 41
Quantum Outer Harbour Development –
Capacity 300+ mtpa
•
Quantum delivers the Outer Harbour
•
Pre-feasibility study has identified a simpler
channel solution
•
Stage 1: 300 mtpa capacity by 2015 (100%)
•
Stage 2: planning to deliver 350 mtpa
capacity is underway (100%)
•
Key marine studies underway or complete
•
Major landside infrastructure studies
complete
•
Preliminary environmental modeling and
surveys complete
•
Delivery of environmental approvals on
track
Phase 1
Link into
existing
channel
Phase 2
Dual
Channel
Concept
Study
Channel
Option
Notes:
•
300 mtpa in 100% terms = ~ 255 mtpa in attributable terms; 350 mtpa in 100% terms  = ~ 298 mtpa in attributable terms

Slide 42
Iron Ore
A world class iron ore business
2008 –
A record year
Continued rapid growth
Key messages

Slide 43
Key messages
•
A clear and deliverable strategy to achieve 300 mtpa of installed capacity by 2015
•
Expanding the resource base to support our growth plans and operating strategy of large,
long life, low cost hubs
•
Delivering our committed volumes
•
Growth projects delivered on time and on budget
•
An advantaged cost position into the growth markets of Asia

Dave Murray, President Coal
24 June 2008
Metallurgical Coal

Slide 45
The premier metallurgical coal business
Global metallurgical coal supply
Strong resource position and growth options
Key messages
Metallurgical coal

Slide 46
0
10
20
30
40
50
60
Leading supplier in seaborne metallurgical coal market
Source:
McCloskey,
country
trade
statistics,
Barlow
Jonker,
AME
and
BHP
Billiton
estimates.
Note:
Production
figures
represent
100%
of
production
regardless
of
ownership
structure.
BMA
–
BHP
Billiton
Mitsubishi
Alliance
(50%
BHP
Billiton),
BMC
–
BHP
Billiton
Mitsui
(80%
BHP
Billiton).
BHP Billiton share ~28mt
Estimated seaborne metallurgical coal supply
(CY2006, mt)

Slide 47
BHP Billiton’s world class operations
2.5
0
2.5
.
5
Kilometres
Port Kembla
Coal Terminal
Mining Licences
Illawarra Coal
Appin
West Cliff
Dendrobium
Maruwai Project (100%)
BMA (50%) & BMC (80%)
Illawarra Coal (100%)
S. Banto
River
Lahai
Pari
Maruwai
Central Kalimantan
Juloi
Sumber
Banto
Ratah
Kalteng
East Kalimantan
Province Boundary
Maruwai Project
Access Road Stage 1
Access Road Stage 2
0km
5km
10km
20km
30km
Abbot
Point
DalrympeBay
leBay
Gladstone
HayPoint
Coal
Goonyella
Riverside
BroadmeadowUG
PeakDowns
Saraji
NorwichPark
GregoryCrinumUG
Blackwater
100km
South
Walker
Creek
Poitrel
BMA (50%)
Exploration Licences (EL)
Mining Licences (ML)
BMC (80%)

Slide 48
Low cost coal operations drive competitive advantage
Copyright Barlow Jonker. Not to be used in any third party documentation
Average Canadian
cost position (all suppliers)
BMA/BMC/BHP Billiton operations
World export metallurgical coal FOB cash cost curve
(CY2007, US$/t)
0
10
20
30
40
50
60
70
80
90
0
50
100
150
200
250
Volume (mt)

Slide 49
A broad range of high quality metallurgical coal
Source:
BHP
Billiton
Annual
Report
2007.
Production
rate
for
FY2007.
Bubble
size
represents
approximate
resource
size
on
a
100%
basis.
Production
Approximate Resource
Size (mt)
Blackwater
Peak Downs /
Peak Downs East
Goonyella
/
Broadmeadow
/
Red Hill
South Walker
Creek
Norwich
Park
Poitrel
Gregory Crinum
Saraji
Illawarra
500
1,000

Slide 50
BMA/BMC –
Large scale, low cost, high quality &
expandable operations
•
Large volumes of good quality coals
•
Large resource base
•
Large pipeline of low cost, brownfield
expansion options
•
Hay Point, a wholly dedicated operating coal
port on Australia’s east coast
•
Hay Point takes ~70% of BMA / BMC product

Slide 51
BMA/BMC –
Recovering well from flooding
•
Two extraordinary floods (1 in 100
year events)
•
Production loss of 3.7 –
4.6mt (BHP
Billiton share)
•
Force Majeure from 24 January 2008,
lifted on 5 June 2008
•
Recovery of operations well advanced
operating on average ~90% capacity

Slide 52
Illawarra Coal –
Performing strongly
Notes:
a)
High ash thermal.
Illawarra Coal sales
(mt, FY2007)
•
Strong operational performance
–
West Cliff Mine -
yearly, monthly production
records
–
Dendrobium -
yearly, monthly production
records
•
Reconfiguration of Appin Mine to be completed in
FY09
•
"Creep" potential with some spare port capacity
Domestic
3.6
Export
2.7
Energy Coal
0.9
Metallurgical Coal
(a)

Slide 53
The premier metallurgical coal business
Global metallurgical coal supply
Strong resource position and growth options
Key messages
Metallurgical coal

Slide 54
Bowen Basin is the pre-eminent global supply basin
195mt
Seaborne metallurgical
coal trade (2006)
Exports
Imports
S America
16mt
China
(a)
2mt
Australia
125mt
North Asia
96mt
Europe
58mt
India
19mt
Canada
24mt
USA
22mt
South
Africa
2mt
Trade flow
Russia
6mt
Around 64% of the world’s seaborne metallurgical coal is sourced from the Bowen Basin
Source: Barlow Jonker, CRU, BHP Billiton.
a)
Note: China is net seaborne figure
Indonesia
4mt

Slide 55
Global supply limited by infrastructure constraints
Source: The Australian
Photo: The Australian

Slide 56
BMA/BMC has a strong infrastructure position
Our strategy:
•
Position in all rail/port corridors
•
Expansion of wholly owned
Hay Point terminal
•
Hay Point expansion #3
currently in pre-feasibility
•
Contracted positions support
growth plans
Source: BHP Billiton
Abbot Point
Hay Point Coal Terminal
Dalrymple
Bay
Blackwater
Gregory Crinum UG
Norwich Park
Saraji
Peak Downs
Poitrel
South
Walker
Creek
Goonyella
Riverside
Broadmeadow UG
100km

Slide 57
Chinese structural shortage of supply emerging…
China metallurgical coal net imports
(mt, seaborne and landed)
Source: Barlow Jonker, CRU, Chinese customs data and BHP Billiton
Total China met coal tonnage refers to consumption calculated from pig iron output by applying blast furnace coke rate and coal coke ratio. 
Met coal market
Total China
=
493mt
Global Seaborne
=
195mt
<9
<50
Gas (cubic metres/tonne)
China
Bowen Basin
Age of
mining areas
+100 yrs
~40 years
Depth of mining
0-800m
0-350m
Operations
> 95%
underground
~70% open
cut
(14)
(12)
(10)
(8)
(6)
(4)
(2)
0
2
4
6
May-2004:
VAT rebate
removed
Nov-2006:
Export tax
imposed

Slide 58
The premier metallurgical coal business
Global metallurgical coal supply
Strong resource position and growth options
Key messages
Metallurgical coal

Slide 59
Our premier resource position facilitates low risk expansion
Source:
BHP
Billiton
2007
Annual
Report.
JORC
Resource
Estimate.
Bubble
size
represents
approximate
resource
size
on
a
100%
basis.
a)
100%
basis.
On
an
equity
basis,
BMA/BMC’s
Reserves
are
852mt,
Mineral
Resources
are
5,418mt
and
FY2007
production
is
30.6mt.
b)
The
Elouera
Mine
was
sold
in
December
2007
and
has
therefore
not
been
included
in
the
Illawarra
Coal
Reserve
or
Mineral
Resources
total.
c)
Reserve
and
Mineral
Resources
estimates
referenced
from
BHP
Billiton
2007
Annual
Report.
‘Resource
Life’
is
an
indicative
figure
only
and
is
calculated
on
the
basis
of
[(Total
Resource
x
Estimated Saleable
Conversion
Factor)
/
current
mining
rate].
6.9
58.2
FY2007
Production
Million
tonnes
(JORC)
(a)
BMA /
BMC
(FY07)
Illawarra
(FY07)
Reserve
1,651
76
(b)
Mineral
Resources
9,758
1,135
(b)
100km
Abbot Point
Dalrymple
Bay
Hay Point Coal
Wards
Well
Red Hill
Goonyella
Riverside
Broadmeadow UG
Daunia
Peak Downs
Norwich Park
Gregory Crinum UG
Blackwater
South
Walker
Creek
Poitrel
18
60
103
21
61
Saraji
40
31
32
FY07 Measured, Indicated &
Inferred Resource (mt)
Resource Life
(c)
12
Gladstone

Slide 60
BMA/BMC is accelerating growth to capture demand
•
Accelerating growth:
–
Speed to market
–
Volume growth
•
Focus on accelerated development
–
Dragline and equipment build slots
secured
–
Standardisation of preparation
plant design
•
Deep inventory of growth options
–
Peak Downs
–
Saraji
–
Blackwater North and South
–
Wards Well
–
Red Hill
45
55
65
75
85
FY07
FY08
FY09
FY10
FY11
FY12
FY13
FY14
FY15
Current operations
Note:
BHP
Billiton
estimates.
Forecast
production
based
on
100%
basis.
Production
on
an
equity
basis
of
31mt
in
FY2007,
38mt
in
FY2012
and
43mt
in
FY2015.
BMA/BMC ‘creep’
Goonyella
O/C
Goonyella U/G
Caval Ridge
Daunia
BMA/BMC production forecast
(mtpa, 100% basis)

Slide 61
Maruwai an exploration success with construction underway
•
A world class coal discovery
•
Major metallurgical and thermal coal basin     
•
100% BHP Billiton
•
Stage 1 development
–
~US$100m development
–
1mtpa
–
First coal expected CY2009
•
Stage 2 development
–
Currently in feasibility
–
~3-5mtpa
S. Banto
River
Lahai
Pari
Maruwai
Central Kalimantan
Juloi
Sumber
Banto
Ratah
Kalteng
East Kalimantan
Province Boundary
Maruwai Project
Access Road Stage 1
Access Road Stage 2
0km
5km
10km
20km
30km

Slide 62
The premier metallurgical coal business
Global metallurgical coal supply
Strong resource position and growth options
Key messages
Metallurgical coal

Slide 63
Key messages
•
BHP Billiton is the leading supplier in seaborne
metallurgical coal
–
Low cost, high margin operations
–
Superior product offerings
–
Efficient port facility at Hay Point
–
Contracted growth in port and rail
–
Freight advantage -
close to key growth markets
•
Met coal market conditions remain very tight
–
Infrastructure constraints
–
India and China driving demand
•
Premier resource position facilitates low risk brownfield
expansion
–
Accelerating growth projects to capture market
demand

Peter Beaven, President
24 June 2008
Manganese

Slide 65
Manganese
Manganese industry structure
The industry leading Manganese business
Significant future growth and resources
Key messages

Slide 66
Manganese demand chain is driven by steel production
Source: IMnI, IISI
•
~90% of manganese production is
consumed in steel making
•
Removes oxygen and sulphur
in the
steel making process
•
Hardening alloy for steel
•
No practical substitute
1.3bt of crude steel production CY2007
~14mt of Manganese alloy demand
~37mt of Manganese ore demand

Slide 67
Source: IMnI
•
Majority of alloy production located close to
major steel producers (eg. China)
•
Balance produced in countries with high
grade ore or low cost power (e.g. Australia,
South Africa, Brazil)
•
Silico
manganese
–
57% of CY2007 production
–
Used in construction steels
–
Lower grade ores can be used to
produce
•
High and medium carbon ferro
manganese
–
43% of CY2007 production
–
Used in flat products and better quality
steels
–
Requires higher grade ore
China is a major producer of manganese alloy…
Manganese alloy production by country/region
(mt, CY2007)
48%
15%
10%
7%
6%
6%
8%
China
CIS
Europe
Africa/
Middle East
India
Americas
Other Asia

Slide 68
13.8
7.4
17.0
0
3
6
9
12
15
18
>43% Mn
>30% & <=43% Mn
<=30% Mn
China
Ghana
Ukraine
India
Australia
South
Africa
Gabon
Brazil
Other
Source: IMnI
a) Includes Australia, Burma, Indonesia, Phillipines, Taiwan, Vietnam and Korea
•
Ore is produced globally
•
Individual ores are unique, large
variation in grade and quality
•
Low grade ore (less than 30% Mn)
–
Cannot carry transport cost thus
used domestically
–
Largest producers China, India
and Ukraine
•
Medium and high grade ore (between
37-48% Mn)
–
Dominates seaborne market
–
Largest producers South Africa,
Gabon and Australia
...but based on lower grade ores.  High grade ore is located
principally in Australia and South Africa
Manganese ore production by grade and country
(mt, CY2007)

Slide 69
High grade ore has significant value in use benefits
Source: BHP Billiton estimates.
a) Assumed ore inputs for example of 40% domestic ore (25% Mn), 20% imported ore (44% Mn) and 40% rich slag (33% Mn).
•
Low grade ore performance in alloy
production is substantially inferior
•
Using low grade ores:
–
Increases input costs
–
Produces a greater amount of
slag output
–
Decreases volume of saleable
product
–
Decreases quality of final
product
•
High grade ore therefore has a
higher value in use
High Grade Ore
Low Grade Ore –
China
(a)
3.3 MWh
2.2 MWh
Electricity (MWh)
0.80mt
0.01mt
Flux (mt)
0.48mt
0.41mt
Reductant
(mt)
32%
48%
Ore grade (av. %)
3.4mt
1.8mt
Ore (mt)
19%
34%
Slag (% MnO)
1.9mt
0.5mt
Slag (mt)
70%
75%
HCFeMn
grade (%)
1mt
1mt
HCFeMn
(mt)

Slide 70
Adjusting the supply curve for the value in use highlights
the benefits of high grade ore
•
Alloyers’
recognise relative ore
value in use
•
Will pay for the differentials
•
Chinese ore grades are generally
low (typically 22%)
•
Cost curve has to take value in use
differentials into account
•
Seaborne and domestic cost
curves have integrated
•
Samancor
Manganese’s (BHP
Billiton 60%) high grade ores are
well-placed on the delivered supply
cost-curve
–
Low cost
–
High VIU
Manganese ore relative value in use index
(CIF China, 2008)
(a)
Units of Supply
China domestic
Samancor
Manganese (BHP Billiton 60%)
Other seaborne suppliers
China domestic VIU adjustment
GEMCO
Wessels
Mamatwan
Source: BHP Billiton estimates.
a)
Delivered cost index benchmarked to GEMCO siliceous lump product.
1
0

Slide 71
Source: BHP Billiton estimates and IMni.
50
72
88
120
197
193
258
281
246
150
153
171
187
241
275
424
313
287
0
100
200
300
400
500
600
700
CY2000
CY2001
CY2002
CY2003
CY2004
CY2005
CY2006
CY2007
CY2008E
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
Domestic supply (LHS)
Seaborne supply (LHS)
% supplied by seaborne (RHS)
China manganese ore demand
(mmtu)
•
China is demanding more high grade
manganese ore
•
Growth in supply has not kept pace
•
High grade ore supply has also reduced
(Ghana and Brazil)
•
Chinese alloy producers have to again
increase use of lower grade ores
•
Price of high grade ore now fully reflects
relative value in use compared to
marginal tonne
Chinese alloyers
refocus on high grade manganese ore
demand has exceeded seaborne supply capacity

Slide 72
Ownership of low cost alloy smelters
Source:  BHP Billiton estimates.
High carbon ferro
manganese cost curve
(Index, FOB 2008)
Samancor
Metalloys
TEMCO
Units of Supply
•
Alloy is a global commodity with essentially
homogenous products
•
Pricing is driven by marginal producer
•
Cost curve has steepened in recent years
•
Ore and alloy integration adds value:
–
Markets can be accessed using an
optimal mix of products
–
Deep understanding of ore
performance in smelters adds to ore
market offering
–
Ore and alloy output can be optimised
to best suit market conditions
–
Alloy plants significant profit
contributors in their own right
1
0

Slide 73
Manganese industry structure
The industry leading Manganese business
Significant future growth and resources
Key messages
Manganese

Slide 74
Samancor
Manganese business overview
•
Largest producer of manganese ore
globally
–
22% global market share
–
35% seaborne market share
•
Significant global alloy producer
•
High quality ore with a high value in use
•
Low cost ore and alloy operations
•
Large resource base
•
~80% of ore sold to third parties
•
Record ore and alloy production
•
Key challenges for the business
–
South African power crisis –
limited
impact to date
–
South African transport bottlenecks
BHP Billiton
(Operator)
Anglo American
Samancor
Manganese
60%
40%

Slide 75
Samancor
Manganese ore
GEMCO
GEMCO
Wessels
(a)
•
0.9mtpa capacity
•
Underground mine
•
High in situ ore grades
-
42-49%
Mamatwan
(a)
•
2.8mtpa capacity
•
Open-cut low cost mine
•
Average grade ~37%
•
0.9mtpa sinter plant
upgrades ore to 46%
Manganese Ore
HOTAZEL
Mamatwan
& Wessels
•
3.4mtpa capacity
•
Open-cut mine
•
High grade product  43-48%
•
Lowest cost mine globally
–
Situated on coast
–
Close to China
Notes:
a)
An
agreement
has
been
signed
between
Samancor
Manganese
and
empowerment
consortium
Ntsimbintle
Pty
Ltd.
Under
the
transaction
Prospecting
Rights
held
by
Ntsimbintle
are
to
be
vended
into
a
new
vehicle
in
exchange
for
a
9%
equity
interest
in
Hotazel
Mines,
reducing
Samancor
Manganese’s
equity
interest
in
Mamatwan
and
Wessels
to
91%.
The
transaction
remains
subject
to
Government
approval.

Slide 76
HOTAZEL
Mamatwan
& Wessels
Samancor
Manganese alloy
TEMCO
Metalloys
& Advalloy
MMC (51%)
Manganese Alloy
Metalloys
Advalloy
MMC (51%)
TEMCO
GEMCO
Manganese Ore
•
370ktpa HCFeMn
capacity
•
82ktpa MCFeMn
capacity
•
120ktpa SiMn
capacity
•
One of the largest alloy
plants in the world
•
HCFeMn
128ktpa
capacity
•
SiMn
126ktpa capacity
•
336ktpa sinter per
annum
•
Power supplied by
Hydro Tasmania
•
Mn Metal producer
27ktpa capacity
•
Hydrometallurgical
extraction process

Slide 77
0%
5%
10%
15%
20%
25%
30%
35%
40%
0
200
400
600
800
1,000
1,200
1,400
1,600
0
50
100
150
200
250
300
Samancor Manganese is an industry leader
Manganese ore production
(a)
(mmtu, CY2007)
Notes:
a)
Source:
CRU,
Metal
Expert,
company
reports,
BHP
estimates.
b)
Source:
Metal
Expert,
company
reports.
c)
Source:
Company
reports.
Samancor
Manganese
excludes
third
party
trading.
Segment
EBIT
margin
not
available
for
Privat
and
Assmang.
EBIT margin
(c)
(%, CY2007)
Manganese alloy production
(b)
(kt, CY2007)
NA
NA

Slide 78
A strong existing market footprint, with excellent exposure
to all major developing markets
22%
16%
17%
89%
32%
11%
49%
74%
29%
9%
52%
Global
China
India
Middle East
Samancor
Manganese
Other
Seaborne
Other
Domestic
Global manganese ore market share
(mmtu, CY2007)
•
Leading supplier of seaborne
manganese ore globally
•
Balanced global market position
•
Position in developing markets is
critical for future growth
•
Seaborne market share position in
these markets is stronger than
global position
•
Seaborne suppliers are well
positioned to capture future market
share with the increased
recognition of value in use
Source:
Global
Trade
Atlas
and
BHP
Billiton
estimates
Note:
The
figures
represent
manganese
on
a
contained
basis.
Samancor
Manganese's
global
market
share
for
CY2007
was
16%
when
calculated
on
a
tonnage
basis.

Slide 79
Manganese industry structure
The industry leading Manganese business
Significant future growth and resources
Key messages
Manganese

Slide 80
Samancor
Manganese ore production ramp-up
•
GEMCO
–
Current expansion of 0.7mtpa,
cost of ~US$110m (BHP Billiton
share)
–
Future expansion currently in
pre-feasibility
•
Wessels
–
~US$37m capex expansion
project (BHP Billiton share)
–
Additional 0.7mtpa by FY2012
•
Mamatwan
–
~US$19m capex expansion
project (BHP Billiton share)
–
Additional 1mtpa by FY2010
Manganese ore production forecast
(mt)
0
2
4
6
8
10
12
FY2007
FY2008
FY2009
FY2010
FY2011
FY2012
Mamatwan
Wessels
GEMCO
Note:
Production
on
a
100%
basis.
An
agreement
has
been
signed
between
Samancor
Manganese
and
empowerment
consortium
Ntsimbintle
Mining
(Pty)
Limited
(“Ntsimbintle”).
Under
the
transaction
Prospecting
Rights
held
by
Ntsimbintle
are
to
be
vended
into
a
new
vehicle
in
exchange
for
a
9%
equity
interest
in
Hotazel
Mines,
reducing
Samancor
Manganese’s
equity
interest
in
Mamatwan
and
Wessels
to
91%.
The
transaction remains subject
to
Government
approval.
Assuming
the
transaction
had
been
in
effect
from
1-Jul-2006, the CAGR between
FY2007 and FY2012 is 10% based on production on an equity basis of 6.0mt in FY2007 and 9.7mt in FY2012.

Slide 81
•
Long life mines
•
Wessels 137mt uplift as a result of:
–
Upper body delineation
–
Ntsimbintle
BEE
transaction
(a)
•
Mamatwan
82mt uplift as a result of:
–
Enhanced mine planning
–
Ntsimbintle
BEE
transaction
(a)
170
164
68
150
22
159
0
100
200
300
400
500
June 2007
June 2008
+82%
upgrade
Increased resource position to support long term growth
Samancor
Manganese Mineral
Resources
(a)
(mt, as at June 2008)
260mt
Wessels
GEMCO
Mamatwan
473mt
Note:
Mineral
Resources
as
per JORC
Code
and
FY07
and
FY08
annual
estimates
by
relevant
Competent
Persons.
a)
Based
on
100%
basis.
An
agreement
has
been
signed
between
Samancor
Manganese
and
empowerment
consortium
Ntsimbintle
Mining
(Pty)
Limited
(“Ntsimbintle”).
Under
the
transaction
Prospecting
Rights
held
by
Ntsimbintle
are
to
be
vended
into
a
new
vehicle
in
exchange
for
a
9%
equity
interest
in
Hotazel
Mines,
reducing
Samancor
Manganese’s
equity
interest
in
Mamatwan
and
Wessels
to
91%.
The
transaction
remains
subject
to
Government
approval.
Minerals
Resources
on
an
equity
basis
as
at
June
2008
are
446mt,
a
72%
upgrade
over
June
2007
Minerals
Resources.

Slide 82
A focused exploration plan
•
Targeting large, low cost and expandable resource
bases
•
Greenfields activities
–
Gabon
–
Concept study underway
–
Focus on expanding the resource base
–
Arnhem land (Northern Territory, Australia)
–
Good progress in NLC negotiations
•
Brownfields
activities
–
GEMCO
–
Hotazel mines
–
Middelplaats
–
Large underground resource base adjacent to
Mamatwan
•
Ntsimbintle
extensions

Slide 83
Manganese industry structure
The industry leading Manganese business
Significant future growth and resources
Key messages
Manganese

Slide 84
Key messages
•
Samancor
Manganese
(BHP Billiton 60%) is the largest producer
–
Long life assets
–
High quality and global product suite
–
Strong EBIT margin
–
Exposure to all significant developed and
growth markets
•
Globalisation of ore industry
–
Fundamental shift to value in use pricing
–
Very strong growth
•
Operating assets performing very well
–
Excellent safety performance
–
Record production
•
Growth projects underway at mines
•
EBIT contribution levels material to BHP Billiton

Slide 85
Marius Kloppers, Chief Executive Officer
24 June 2008
Concluding Remarks

Slide 86
BHP Billiton’s businesses are leaders in their own right
•
BHP Billiton is the only mining
company with a top three marketing
position in all three steel raw material
groups
•
Australian based operations have a
significant location advantage with
close proximity to Asian growth
market
•
Expected mineralisation base will
support metallurgical coal and iron
ore production lives of >50 years
•
We are aggressively expanding
production capacity
296
103
145
21
111
24
25
14
25
17
33
5
0
50
100
150
200
250
300
350
Vale
BHP Billiton
Rio Tinto
Anglo
American
Xstrata
Manganese
Met Coal
Iron Ore
Source:
Annual
reports,
BHP
Billiton
analysis.
a)
Calculation
based
on
CY2007
equity
production
and
JFY2008
prices.
Iron
ore
JFY2008
price
based
on
a
71%
increase
above
JFY2007
benchmark
–
per
Vale
settlement
for
Ilabira
fines.
Metallurgical
coal JFY2008
price
based
on
a
206-240%
increase
above
JFY2007
benchmark
–
per
BHP
Billiton
announcement
9-Apr-2008.
Manganese
JFY2008
price
based
on
recent
manganese
spot
price
settlement reported in
the
Tex
Report
on
12-Feb-2008.
Iron
ore
equivalent
production
(a)
(mt, CY2007 based on JFY2008 prices)

Slide 87
Industry leading position in Steelmaking materials
•
Tier 1 assets in Iron Ore, Metallurgical Coal and Manganese businesses
-
Large, low-cost assets with significant resource bases
-
Access to key infrastructure
-
A deep inventory of growth options consisting primarily of brownfield expansions
•
Our Australian-based operations have significant advantages in supplying key growth
markets in Asia
•
BHP Billiton’s strong technical and human skills underpin our execution capability
•
All three businesses continue to deliver operating performance and growth

Slide 88
0
2,000
4,000
6,000
8,000
10,000
12,000
CY07
CY08
CY09
CY10
CY11
CY12
A strong and diversified growth profile
% of growth 2007-2012
(Estimated & unrisked)
Note:
Copper
equivalent
units
calculated
using
BHP
Billiton
(BHPB)
estimates
for
BHPB
production.
Production
volumes
exclude
BHPB’s
Speciality
Products
operation
and
a
ll
bauxite
production.
All
energy
coal
businesses
are
included.
Alumina
volumes
reflect
only
tonnes
available
for
external
sale.
Conversion
of
production
forecasts
to
copper
equivalent
units
completed
using
long
term
consensus
price
forecasts,
plus
BHPB assumptions
for
diamonds,
domestic
coal
and
manganese.
Production in copper equivalent tonnes
(Copper equivalent tonnes '000s)
41%
38%
21%
Steelmaking
Materials
Energy
Non-Ferrous

Slide 89
Offer for Rio Tinto –
Compelling terms
2.2 for 1
2.4 for 1
2.6 for 1
2.8 for 1
3.0 for 1
3.2 for 1
3.4 for 1
3.6 for 1
3.8 for 1
12-Jul-2007
07-Sep-2007
05-Nov-2007
01-Jan-2008
27-Feb-2008
24-Apr-2008
Pre approach fair value exchange ratio
12-Nov-2007 BHP Billiton Proposal
06-Feb-2008 BHP
Billiton Offer
Source: Datastream
a)
Exchange
ratio
assumes
100%
BHP
Billiton
Ltd
shares
for
each
Rio
Tinto
Ltd
share
and
BHP
Billiton
shares
for
each
Rio
Tinto
plc
sh
are
consisting
of
80%
BHP
Billiton
Plc
shares
and
20%
BHP
Billiton
Ltd
shares.
2.4
fair
value
exchange
ratio
represents
average
for
period
between
Rio
Tinto
offer
for
Alcan
(12-Jul-2007)
and
BHP
Billiton
approach
to
Rio
Tinto
Board
(1-Nov-2007).
19-Jun-2008

Slide 90
Consistent with our core strategy
•
Tier 1 assets that are large, low-cost,
expandable and consistently profitable
•
Upstream focus and export-oriented
commodities
•
A deep inventory of growth options
•
Portfolio diversified by commodity,
geography and customer
•
Overriding commitment to ethics,
safety, environment and community
engagement
•
Employer of choice and a preferred
partner
Underlying EBITDA
(12 months, US$bn)
0
6,000
12,000
18,000
24,000
FY2002
CY2007
4,677
23,623
Iron Ore
Manganese
Met. Coal
Petroleum
Energy Coal
Aluminium
Base Metals
Stainless
Steel
Non
ferrous
(56%)
Energy
(21%)
Steelmaking
Materials
(22%)
Note:
Historical
financial
information
has
been
restated
for
comparative
purposes
per
note
1
of
BHP
Billiton’s
half-year
financial
report
for
the
half-year
ended
31-Dec-2007.
CY2007
represents
the
12
months
ending
31-Dec-2007.
FY2002
EBITDA
numbers
are
presented
in
accordance
with
UK
GAAP
whereas
CY2007
is
based
on
IFRS
(so
underlying
EBITDA).
a)
EBITDA
margin
excludes
third
party
sales.