BIL 201408290032A
Notice of Dividend Currency Exchange Rate

                                                                                      BHP Billiton Plc
                                                                         Registration number 3196209
                                                                      Registered in England and Wales
                                                                                       Share code: BIL
                                                                                  ISIN: GB0000566504

Company Secretariat



29 August 2014

 To:     JSE Limited
         London Stock Exchange

          NOTICE OF DIVIDEND CURRENCY EXCHANGE RATE (SOUTH AFRICAN RAND)
                                – 2014 FINAL DIVIDEND

 Name of entity                BHP Billiton Plc                        REG NO 3196209

 On 19 August 2014 we determined to pay a final dividend for the year ended 30 June 2014 of 62 US
 cents per share.

 The currency exchange rate applicable for the dividend payable in South African cents to shareholders
 on the BHP Billiton Plc branch register is set out below:

 Dividend 62 US cents                   Exchange rate                   Dividend per ordinary share in
 per share                                                              local currency

 South African cents                    10.620135                       658.448370


 The exchange rates applicable to the BHP Billiton dividend being paid in other currencies will be
 based on the foreign currency exchange rates on the Record Date, being 5 September 2014, and will
 be announced to the market.

 BHP Billiton Plc shareholders registered on the South African section of the register will not be able to
 dematerialise or rematerialise their shareholdings between the dates of 1 and 5 September 2014, both
 dates inclusive, nor will transfers between the UK register and the South African register be permitted
 between the dates of 29 August and 5 September 2014, both dates inclusive.

 The dividend will be paid on 23 September 2014.


 Nicole Duncan
 Company Secretary

 Sponsor: Merrill Lynch South Africa Proprietary Limited


 BHP Billiton Plc Registration number 3196209
 Registered in England and Wales
 Registered Office: Neathouse Place, London SW1V 1LH United Kingdom


                   A member of the BHP Billiton Group which is headquartered in Australia

NOTE: Additional information required by the JSE Listing Requirements

Following the introduction of Dividend Tax in South Africa, the JSE Listing Requirements were
amended with effect from 1 April 2012 to require the disclosure of additional information in relation to
the dividend payment. The purpose of this note is to provide that additional information.

1.       Dividend Tax will be withheld from the amount of the gross final dividend of 98.767256 South
         African cents per ordinary share paid to shareholders on the South African branch register at
         the rate of 15 per cent, unless a shareholder qualifies for an exemption.

2.       After the Dividend Tax has been withheld, the net dividend will be 559.681115 South African
         cents per ordinary share.

3.       BHP Billiton Plc had a total of 2,112,071,796 ordinary shares in issue (excluding 24,113,658
         treasury shares) at the dividend determination date of 19 August 2014.

4.       With specific reference to South Africa, BHP Billiton Plc, as a non-resident, was not subject to
         the secondary tax on companies (STC) regime which used to be applicable and therefore no
         STC credits are available for set-off against the Dividend Tax liability on the final dividend.
         The dividend will be paid out of retained earnings.

5.       For the avoidance of doubt, Dividend Tax, and therefore the information provided in this
         announcement, is of only direct application to shareholders on the South African branch
         register.

Shareholders on the South African branch register should direct any questions regarding the
application of the Dividend Tax to:

     BHP Billiton Plc Branch Registrar and Transfer Secretary
     Computershare Investor Services (Pty) Limited
     70 Marshall Street
     Johannesburg 2001
     Postal Address – PO Box 61051
     Marshalltown 2107
     Telephone +27 11 373 0033
     Facsimile +27 11 688 5218
     Email enquiries: web.queries@computershare.co.za


Holders of shares dematerialised into STRATE should contact their CSDP or stockbroker.




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