BHP BILLITON PLC - Demerger Dividend7 May 2015
BIL 201505070026A
Demerger Dividend

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

Company Secretariat



7 May 2015



 To:    Australian Securities Exchange                       cc:    New York Stock Exchange
        London Stock Exchange                                       JSE Limited


                                      DEMERGER DIVIDEND


 Name of entities          BHP Billiton Limited              BHP Billiton Plc
                           ABN 49 004 028 077                Registration Number 3196209

 Following the approval of the proposed demerger of South32 by the shareholders of BHP Billiton
 Limited and BHP Billiton Plc on 6 May 2015, the BHP Billiton Board today resolved to approve the
 in-specie distribution of South32 Limited (ABN 84 093 732 597) shares to shareholders in BHP
 Billiton Limited and BHP Billiton Plc as described in the Shareholder Circular dated 16 March 2015
 (the Demerger Dividend).

 As a result of the Demerger Dividend, each eligible shareholder will receive one South32 Limited
 share for each BHP Billiton share held on the applicable record date. Each BHP Billiton ADS holder
 will receive 0.4 South32 ADSs for each BHP Billiton ADS held on the applicable record date (each
 South32 ADS representing five South32 Limited shares).

 Shareholding                         Ex-date              Record date            Distribution date
 BHP Billiton Limited                 18 May 2015          20 May 2015            24 May 2015
                                      (Melbourne)          (Melbourne)            (Melbourne)
 BHP Billiton Plc (other than         18 May 2015          19 May 2015            25 May 2015
 holders of shares dematerialised     (London)             (London)               (London)
 into Strate)
 BHP Billiton Plc (holders of         18 May 2015          22 May 2015            25 May 2015
 shares dematerialised into Strate)   (Johannesburg)       (Johannesburg)         (Johannesburg)
 BHP Billiton ADS holders             18 May 2015          20 May 2015            On or about 29 May
                                      (New York)           (New York)             2015 (New York)

A share sale facility has been established for certain eligible shareholders who hold 10,000 or
fewer BHP Billiton shares. These shareholders may elect to have all the South32 Limited shares
they receive sold by the sale agent with the proceeds remitted to them following the demerger.
South32 Limited shares will not be distributed to ineligible shareholders. Instead, South32 Limited
shares which these shareholders would otherwise have been entitled to receive will be transferred
to the sale agent to be sold with the proceeds remitted to them following the demerger.

This statement was approved by the BHP Billiton Board.




Jane McAloon
Group Company Secretary
BHP Billiton Limited and BHP Billiton Plc

Sponsor: Merrill Lynch South Africa Proprietary Limited


BHP Billiton Limited ABN 49 004 028 077                                      BHP Billiton Plc Registration number 3196209
Registered in Australia                                                      Registered in England and Wales
Registered Office: 171 Collins Street Melbourne Victoria 3000                Registered Office: Neathouse Place, London SW1V 1LH United Kingdom


                                              The BHP Billiton Group is headquartered in Australia

Date: 07/05/2015 12:35:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.