425 1 d425.htm FORM 425 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 an investor presentation that was first given on September 1, 2008.

September 2008
Investor Presentation

Investor Presentation
Slide 2
Disclaimer
By viewing 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 presentation 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. 

Investor Presentation
Slide 3
Disclaimer continued
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.
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.
BHP Billiton results are reported under International Financial Reporting Standards (IFRS). References to Underlying EBIT and Underlying EBITDA exclude any exceptional items.  A
reconciliation to profit from operations is contained within the profit announcement
References in this presentation to “$” are to United States dollars unless otherwise specified. 

Investor Presentation
Slide 4
The largest mining company by market capitalisation
Market Capitalisation as at 11 August 2008
(US$bn)
BHP Billiton
0
30
60
90
120
150
180
*Rio
Tinto
Market
Cap
=
Market
Cap
of
Rio
Tinto
Plc
+
62.6%
of
Market
Cap
of
Rio
Tinto
Ltd
(due
to
Rio
Tinto
Plc’s
**Market
value
may
be
unreliable
due
to
a
high
percentage
of
non
free-float
shares.
Sources: Datastream, Bloomberg
approximate
37.4%
holding
of
Rio
Tinto
Ltd,
as
per
www.riotinto.com/investors/590_data_book.asp)

Investor Presentation
Slide 5
With a diversified global portfolio
Note:
Location
of
dots
indicative
only
Stainless Steel Materials
#3 global nickel producer
Iron Ore
#3 global supplier
of seaborne iron ore
Manganese
#1 global supplier of
seaborne manganese ore
Metallurgical Coal
#1 global supplier of seaborne
traded
metallurgical
coal
Base Metals
#3 global producer of copper, silver and lead
Aluminium
#4 global producer of bauxite and #4 aluminium
company based on net third party sales
Energy Coal
#4 global supplier of seaborne
export thermal coal
Petroleum
A
significant
oil
and
gas
exploration
and production business
Diamonds & Specialty Products
EKATI Diamond Mine is one of the world’s
largest gem quality diamond producers
Aluminium
Base Metals
Diamonds & Specialty Products
Energy Coal
Iron Ore
Manganese
Metallurgical Coal
Petroleum
Stainless Steel Materials
Offices

Investor Presentation
Slide 6
Our strategy
Focus on value creation
•
People
•
Run current assets at full potential
•
Accelerate development projects
•
Create future options
Growth options
Project pipeline
Financial strength
and discipline
World-class
assets
Licence to
operate
People

Investor Presentation
Slide 7
Overview –
Year ended June 2008
•
Outstanding operating and financial results
–
Annual production records set in 7 commodities
–
Underlying EBITDA up 22% to US$28.0 billion
–
Underlying EBIT up 21% to US$24.3 billion
–
Attributable profit of US$15.4 billion, up 12%
–
Earnings per share of 275 US cents, up 18%
•
Underlying EBIT margin and ROCE
of 48% and 38% respectively
•
Growth projects proceeding well
with significant volume growth achieved
in FY2008 and expected in FY2009
•
Final dividend rebased to 41 US cents per share,
an increase of 52%,
consistent with outlook and higher earnings and cash flow

Investor Presentation
Slide 8
Outstanding results driven by strategy and execution
3.1
3.5
5.5
9.9
15.3
20.1
24.3
0
5
10
15
20
25
FY2002
FY2003
FY2004
FY2005
FY2006
FY2007
FY2008
Notes:
a)
FY2002
to
FY2005
calculated
on
the
basis
of
UKGAAP.
Subsequent
periods
calculated
under
IFRS.
Underlying EBIT
(a)
(US$bn)
H2
H1
9.6
14.7

Investor Presentation
Slide 9
0
50
100
150
200
A track record of project delivery
Copper
equivalent
production
growth
(a)
(Indexed, 100=FY2001)
•
Projects successfully delivered:
–
44 since the DLC merger
–
10 completed in FY2008
•
10% growth estimated in FY2009
•
Completed projects ramping up in FY2009
–
Atlantis South, Genghis Khan,
Samarco, Ravensthorpe/Yabulu
Exp.,
Cliffs, Koala Underground, Spence,
Escondida Sulphide Leach and
Pinto Valley
•
First production expected in FY2009
–
GEMCO, Neptune, Shenzi, NWS
Train 5, NWS Angel and Alumar
Notes:
a)
Production from continuing operations converted to copper equivalent units using FY2008 average realised prices.

Investor Presentation
Slide 10
Diversity = Stability and Strength
%
EBIT Margin
(1)
FY2002
FY2003
FY2004
FY2005
FY2006
FY2007
FY2008
0
10
20
30
40
50
60
70
80
H1
H2
H1
H2
H1
H2
H1
H2
H1
H2
H1
H2
H1
H2
Petroleum
Aluminium
Base Metals
D&SP
SSM
Iron Ore
Manganese
Met Coal
Energy Coal
BHP Billiton
(1)
FY2002
to
FY2005
are
calculated
under
UKGAAP.
Subsequent
periods
are
calculated
under
IFRS.
All
periods
exclude
third
party
trading
activities.

Investor Presentation
Slide 11
Short-term global challenges exist
•
Global economic activity is moderating
•
Financial market instability, housing
market decline and inflationary
pressures
•
Emerging economies not immune
–
Inflationary pressures
–
Some decline in fixed asset
investment growth (isolated to
a small number of industries)
–
Exchange rate appreciation
reducing export competitiveness
0%
2%
4%
6%
Jun-06
Sep-06
Dec-06
Mar-07
Jun-07
Sep-07
Dec-07
Mar-08
Jun-08
United
States
annual
GDP
growth
(a)
(Annual growth, %)
China
annual
GDP
growth
(b)
(Annual growth, %)
8%
10%
12%
14%
Jun-06
Sep-06
Dec-06
Mar-07
Jun-07
Sep-07
Dec-07
Mar-08
Jun-08
Notes:
a)
Source: US Department of Commerce, Bureau of Economic Analysis.
b)
Source: CEIC

Investor Presentation
Slide 12
However, long-term fundamentals of emerging/developing
economies remain intact
2.8%
2.3%
1.3%
2.9%
3.5%
6.4%
6.7%
7.0%
9.8%
10.1%
9.4%
10.1%
0%
2%
4%
6%
8%
10%
12%
Average historical growth
CY1990-CY2000
Average historical growth
CY2001-CY2007
Average forecast growth
CY2008-CY2009
Average forecast growth
CY2010-CY2013
Developed Economies
Emerging & Developing Economies
China
Source: World economic outlook database, April 2008.
IMF world GDP growth
(%)

Investor Presentation
Slide 13
Urbanisation and industrialisation has resulted in a huge
call on steelmaking raw materials
0
100
200
300
400
500
600
700
800
900
CY1970
CY1980
CY1990
CY2000
CY2007
CY2015E
United States
China
Source: International Iron & Steel Institute (World Steel in Figures, 2008), US Geological Survey
(Iron and Steel Statistics, 3 January 2008) and BHP Billiton estimates.
Annual steel consumption
(mtpa)
Cumulative steel consumption since 1900
(mt)
0
1,000
2,000
3,000
4,000
5,000
6,000
7,000
8,000
9,000
10,000
CY1970
CY1980
CY1990
CY2000
CY2007
CY2015E
United States
China

Investor Presentation
Slide 14
Supply-side constraints are limiting the industry’s response
•
Equipment stress
•
Industrial action and wage disputes
•
Labour shortages
•
Equipment shortages
•
Significant cost pressures, including
fuel
•
Energy and power constraints
•
Declines in ore-grade levels
•
Rising tariffs
•
Infrastructure bottlenecks
•
Developments are increasingly
tending to be:
–
Smaller
–
Lower grade
–
Higher risk geographies
•
Equipment
shortages
–
longer
lead
times and project delivery dates
•
Rising capital costs
•
Resources nationalism
Existing Supply
Future
Supply
Grow
th

Investor Presentation
Slide 15
0
2,000
4,000
6,000
8,000
10,000
12,000
14,000
CY2007
CY2008
CY2009F
CY2010F
CY2011F
CY2012F
Accelerating growth from a diversified portfolio of projects
% of growth CY2007-2012
(Estimated & unrisked)
Production
in
copper
equivalent
tonnes
(Copper equivalent tonnes '000s)
45%
37%
18%
Steelmaking
Materials
Energy
Non-Ferrous
Note: Growth in production volumes on a copper equivalent units basis between CY2007 and CY2012 calculated using BHP Billiton estimates
for BHP Billiton production. Production volumes exclude BHP Billiton’s Specialty Products operation and all 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 BHP Billiton assumptions for diamonds, domestic coal and 
manganese. Prices as at July 2008. 

Investor Presentation
Slide 16
Focused on low risk volume growth from existing assets, high
margin CSGs
and known regions
By project type
(b)
87%
13%
Brownfield
Greenfield
By region
(c)
Existing
New
By country risk
(d)
88%
12%
Lower
Higher
3%
97%
By high margin vs
lower margin CSGs
(e)
63%
37%
> 50%
< 50%
Projected
growth
in
production
in
copper
equivalent
tonnes
(a)
(CY2007-CY2012)
Notes:
a)
Growth in production volumes on a copper equivalent units basis between CY2007 and CY2012 calculated using BHP Billiton estimates for BHP Billiton production. Production volumes
exclude BHP Billiton’s Specialty Products operation and all 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 BHP Billiton assumptions for diamonds, domestic coal and
manganese. Prices as at July 2008.
b)
Brownfield includes growth from existing operations as at 31-Dec-2007, as well as expansions and additional developments of, or around those assets. 
c)
Existing regions represents those countries in which BHP Billiton already has asset operating as at 31-Dec-2007.
d)
Country risk methodology based on March 2008 Euromoney Magazine poll. Lower risk countries defined as countries with risk scores >75% (except Chile and South Africa).
e)
High margin CSGs represents those with an average EBIT margin (excluding third party trading activities) of greater than 50% over the past three financial years.

Investor Presentation
Slide 17
Strong cash flow -
delivering value to shareholders
0
2,000
4,000
6,000
8,000
10,000
12,000
14,000
16,000
18,000
20,000
FY2002
FY2003
FY2004
FY2005
FY2006
FY2007
FY2008
H1
H2
0
1500
3000
4500
6000
7500
9000
FY2002
FY2003
FY2004
FY2005
FY2006
FY2007
FY2008
Organic
Growth
1
Return
to
Shareholders
2
(1)
Includes capital and exploration expenditures (exclude acquisitions).
(2)
Includes dividends paid and share buy-backs.
(3)
FY2005
to
FY2008
have
been
calculated
on
the
basis
of
the
IFRS.
Prior
periods
have
been
calculated
on
the
basis
of
UKGAAP.
(4)
FY2007 and FY2008 cashflow reflects proportional consolidation of joint ventures.
0
1500
3000
4500
6000
7500
9000
FY2002
FY2003
FY2004
FY2005
FY2006
FY2007
FY2008
US$m
US$m
US$m
Available Cash Flow

Investor Presentation
Slide 18
Summary
•
Excellent operating and financial
results
•
Long-term demand outlook remains
strong despite some short-term
economic uncertainty
•
Supply-side constraints are limiting
the ability for the industry to
respond to demand growth
•
BHP Billiton’s portfolio of assets
focused in stable geographies
provides a competitive advantage
•
Future growth being delivered from
lower risk projects
Liverpool Bay

BHP Billiton’s of
fer
to acquire Rio Tinto

Investor Presentation
Slide 20
•
BHP Billiton has made a pre-conditional offer for Rio Tinto, it will be capable of acceptance by shareholders following completion
of regulatory processes and posting of offer documents
•
Subject to pre-conditions relating to certain anti-trust clearances in the EU, the US, Australia, Canada and South Africa and
FIRB approval in Australia
•
Rio
Tinto
shareholders
are
being
offered
3.4
BHP
Billiton
shares
for
every
Rio
Tinto
share
held
•
The
offer
represents
a
45%
premium
to
the
undisturbed
combined
volume
weighted
average
market
capitalisation
–
And an 8% premium, based on BHP Billiton’s current combined market capitalisation as at 15-Aug-08 and the Rio Tinto
combined
market
capitalisation
immediately
prior
to
the
announcement
confirming
BHP
Billiton’s
approach
•
The offer is conditional on more than 50% acceptances of the publicly held shares in each of Rio Tinto plc and
Rio Tinto Ltd
•
BHP Billiton’s progressive dividend policy is expected to be maintained
•
Proposed
share
buyback
of
up
to
US$30bn
following
completion
if
the
offer
is
successful
–
Buyback and any refinancing of Rio Tinto’s borrowings to be funded through a combination of a US$55bn committed bank
financing facility, cash flow from operations, asset disposal proceeds and, if required, debt financing
•
Target single A credit rating
•
DLC structure maintained
Overview of BHP Billiton Offer for Rio Tinto
Notes:
a)
Premium
based
on
the
combined
volume-weighted
market
capitalisation
of
Rio
Tinto
based
on
the
volume-weighted
average
closing
share
prices
over
the
month
ended
31-Oct-2007
of
£43.09
and
A$109.20
for
Rio
Tinto
plc
and
Rio
Tinto
Ltd
respectively
and
volume-weighted
average
closing
share
prices
over
the
month
ended
31-Oct-2007
of
BHP
Billiton
Plc
and
BHP
Billiton
Ltd
of
£17.99
and
A$45.77
respectively.
Based
on
BHP
Billiton
and
Rio
Tinto
issued
ordinary
shares
outstanding
(excluding
Treasury
shares
and
cross
shareholdings eg. Rio Tinto
plc’s
shareholding in Rio Tinto
Ltd)
as
at
9-Nov-2007
and
exchange
rates
of
2.077
US$/£
and
0.927
US$/A$
as
at
31-Oct-2007.
b)
Consistent
with
the
UK
City
Code
on
Takeovers
and
Mergers,
this
premium
has
been
calculated
based
on
the
combined
based
on
the
combined
market
capitalisation
of
Rio
Tinto
based
on
the
closing
share
prices
of
Rio
Tinto
plc
of
£43.50
on
7-Nov-2007
and
Rio
Tinto
Ltd
of
A$113.40
on
8-Nov-2007
and
closing
share
prices
of
BHP
Billiton
Plc
and
BHP
Billiton
Ltd
of
£15.29
and
A$37.98
respectively
on
15-Aug-2008.
Based
on
BHP
Billiton
and
Rio
Tinto
issued
ordinary
shares
outstanding
(excluding
Treasury
shares
and
cross
shareholdings eg.
Rio Tinto
plc’s
shareholding in Rio Tinto
Ltd)
as
at
15-Aug-2008
and
exchange
rates
of
1.863
US$/£
and
0.865
US$/A$
as
at
15-Aug-2008.
Based on BHP Billiton’s share prices and exchange rates as at 15-Aug-2008 and assuming 100% BHP Billiton Ltd shares for each Rio Tinto Ltd share and BHP
Billiton shares for each Rio Tinto plc share consisting of 80% BHP Billiton Plc shares and 20% BHP Billiton Ltd shares, the value of the Rio Tinto plc offer was
£53.58 and the value of the Rio Tinto Ltd offer was A$129.13 as at 15-Aug-2008. The closing share prices of Rio Tinto plc and Rio Tinto Ltd on 15-Aug-2008 
were £46.05 and A$115.15 respectively.
c)
i.e. if BHP Billiton acquires 100% of the shares in Rio Tinto Limited and Rio Tinto plc on the 3.4:1 announced offer terms.
(a)
(b)
(c)

Investor Presentation
Slide 21
Detail on BHP Billiton offer for Rio Tinto
Rio Tinto plc Offer:
•
Rio Tinto plc shareholders will receive 3.4 BHP Billiton shares for every Rio Tinto plc share held
–
80% in BHP Billiton Plc shares
–
20% in BHP Billiton Ltd shares
•
Separate US offer (which forms part of the Rio Tinto plc Offer) to:
–
US resident shareholders of Rio Tinto plc shares
–
All holders of Rio Tinto plc ADRs
Rio Tinto Ltd Offer:
•
Rio Tinto Ltd shareholders will receive 3.4 BHP Billiton Ltd shares for every Rio Tinto Ltd share held
Unique synergy potential:
•
Expected material quantifiable synergies and financial benefits unique to this combination
(a)
–
US$1.7bn nominal per annum from cost savings
–
US$2.0bn additional nominal per annum primarily from volume acceleration
–
Other combination benefits
With a “mix and match”
facility
a)
Estimated incremental EBITDA based on publicly available information. To be read in conjunction with the notes in Appendix IV
of
BHP
Billiton’s
announcement
dated
6-Feb-2008.
Full
run
rate
synergies
expected
by
year
7.
Assumes BHP Billiton gains 100% of the shares of Rio Tinto Limited and Rio Tinto plc on the 3.4:1 announced offer terms.

Investor Presentation
Slide 22
Unlocking further value through a combination with Rio Tinto
•
Optimising mineral basin positions and infrastructure
–
Lower cost, more efficient production
–
Unlocking volume through matching reserves with infrastructure
•
Enhanced platform for future growth
–
Deployment of scarce resources to highest value opportunities
–
Greater ability to develop the next generation of large scale projects in
new geographies
–
Better positioned as partner of choice with governments and stakeholders
–
Efficient exploration and infrastructure development
•
Unique synergies and combination benefits
–
Economies
of
scale
–
especially
procurement
–
Avoid duplication, reduce corporate and divisional non-operating costs
–
Accelerate tonnage delivered to market

Investor Presentation
Slide 23
Indicative Timetable for the Offer
Feb
Mar
Nov
Dec
Jan
Oct
Sep
Aug
Jul
Jun
May
Apr
Mar
Feb
Jan
2009
2008
6-Feb-2008
•
BHP Billiton
announced pre-
conditional offers for
all of the outstanding
shares of Rio Tinto
Offer Announcement
Satisfaction of Regulatory Approval Pre-conditions
•
30-May-2008:
Form CO filed with the European
Commission
•
3-Jul-2008:
US merger review completed
•
4-Jul-2008:
Entered into Phase 2 investigation with the
European Commission
•
European Commission decision due by
December 2008
•
All regulatory pre-conditions expected to be completed or
waived by the
Offer Period
Early 2009
•
UK Offer Timetable
•
50% minimum
acceptance condition
must be satisfied in
both the Rio Tinto plc
and Rio Tinto Ltd
offers by
end
of
2008
Day 60

Appendix

Investor Presentation
Slide 25
2007                     
2008
Financial highlights
% Change
Year ended June (US$m)
Revenue
59,473
47,473
25.3
Underlying EBITDA
28,031
22,950
22.1
Underlying EBIT
24,282
20,067
21.0
Attributable profit (excluding exceptionals)
15,368
13,675
12.4
Attributable profit
15,390
13,416
14.7
Net operating cash flow
18,159
15,957
13.8
EPS (excluding exceptionals) (US cents)
274.9
233.9
17.5
Dividend per share (US cents)
70.0
47.0
48.9

Investor Presentation
Slide 26
Return on capital and margins
(1)
FY2005 to FY2008
are shown on the basis of IFRS.
Prior periods are calculated under UKGAAP. All periods exclude third party trading.
35%
38%
38%
44%
48%
48%
29%
21%
13%
11%
40%
30%
24%
20%
0%
10%
20%
30%
40%
50%
60%
FY2002
FY2003
FY2004
FY2005
FY2006
FY2007
FY2008
Return on Capital
EBIT Margin
(1)

Investor Presentation
Slide 27
0
2
4
6
8
10
12
FY2002
FY2003
FY2004
FY2005
FY2006
FY2007
FY2008
0%
5%
10%
15%
20%
25%
30%
35%
40%
Capex (LHS)
Capitalised Exploration (LHS)
Acquisitions (LHS)
ROCE (RHS)
Strong Return On Capital Employed despite record capital
investments
Capital and exploration expenditure
(US$bn)
Notes:
FY2002
to
FY2005
are
shown
on
the
basis
of
UKGAAP.
Subsequent
periods
are
calculated
under
IFRS.
ROCE

Investor Presentation
Slide 28
Our portfolio is diversified and balanced across high
margin commodities
Underlying
EBIT
Margin
(a)
(FY2008)
Notes:
a)
EBIT
Margin
excludes
third
party
trading
activities.
67%
30%
31%
62%
20%
25%
24%
48%
51%
58%
Underlying EBIT
(FY2008, US$bn)
0
5
10
15
20
25
Energy
(27%)
Non Ferrous
(44%)
Steelmaking
Materials
(29%)
Iron Ore
Manganese
Energy Coal
Metallurgical Coal
D & SP
Base Metals
Petroleum
Stainless Steel
Materials
Aluminium
Iron Ore
Manganese
Energy Coal
Metallurgical Coal
Diamonds and
Specialty Products
Base Metals
Petroleum
Stainless Steel
Materials
Aluminium
Group

Investor Presentation
Slide 29
Underlying EBIT by Customer Sector Group
Petroleum
5,489
3,014
+82.1
•
Record EBIT and production
•
Operating cash costs held under US$5 per BOE
•
3 new major projects commissioned and volume
growth expected to continue
•
Strong operational performance -
Stybarrow
continued to produce at full capacity and
excellent facility uptime in all operations
•
Continued replenishment of project and
exploration pipeline
•
Greater than 100% reserve replacement for the
second consecutive year
2007                     
2008
% Change
Year ended June (US$m)
Neptune

Investor Presentation
Slide 30
Underlying EBIT by Customer Sector Group
Aluminium
1,465
1,856
-21.1
Base Metals
7,989
6,875
+16.2
2007                     
2008
% Change
Year ended June (US$m)
•
Record alumina production
•
South African power situation will continue
to impact metal production
•
Worsley E&G approved
•
Record copper production despite supply
disruptions in South America
•
Pampa Escondida discovery
Worsley
Escondida

Investor Presentation
Slide 31
Underlying EBIT by Customer Sector Group
Ekati
Diamonds & Specialty Products
189
197
-4.1
2007                     
2008
% Change
Year ended June (US$m)
•
Koala Underground ramping up strongly
•
Anglo Potash acquisition adding flexibility
for future growth
Stainless Steel Materials
1,275
3,675
-65.3
•
EBIT impacted by lower prices and volume, and
higher costs
•
Ravensthorpe, Yabulu Expansion Project and
Cliffs commissioned
Ravensthorpe

Investor Presentation
Slide 32
Underlying EBIT by Customer Sector Group
Manganese
1,644
253
+549.8
2007                     
2008
% Change
Year ended June (US$m)
•
Record production due to successful project execution
•
Exceptional local currency cost control at Western
Australia Iron Ore
•
Strong volume growth expected in FY2009
•
Growth plan underpinned by extensive exploration and
development program
•
Record production, results and margin
•
Low cost volume expansions underway
Mount Newman
GEMCO
Iron Ore
4,631
2,728
+69.8

Investor Presentation
Slide 33
Underlying EBIT by Customer Sector Group
Metallurgical Coal
937
1,247
-24.9
2007                     
2008
% Change
Year ended June (US$m)
•
Strong recovery from flood impacts in Queensland
•
Costs impacted by recovery activities
•
Great outlook for margins
•
Market remains tight
•
Growth pipeline being accelerated
Energy Coal
1,057
481
+119.8
•
Record EBIT
•
Higher export prices driven by strong demand
•
Record production at Hunter Valley and Cerrejon
•
3 projects sanctioned during the year
Illawarra Coal
Hunter Valley Coal

Investor Presentation
Slide 34
Underlying EBIT analysis
Year ended June 08 vs June 07
0
5,000
10,000
15,000
20,000
25,000
30,000
Jun-07
Net Price
Volume
Exchange
Inflation
Cash Costs
Non Cash
Costs
Exploration
& Bus Dev
Other
Jun-08
US$m
20,067
6,559
1,828
(1,133)
(532)
(967)
(216)
(404)
(920)
24,282
(1)
Including
$134m
of
price-linked
costs
impact.
(2)
Including
$1,619m
due
to
increase
in
volume
from
new
operations.
(1)
(2)

Investor Presentation
Slide 35
High capture of price benefit to EBIT
20,067
US$m
6,559
4,215
64%
(1)
Net price variance includes the impact of price-linked costs. Price-linked costs is defined as any costs
which fluctuate in line with movements in price such as royalties, TC/RC and LME linked costs.
24,282
0
2,000
4,000
6,000
8,000
10,000
12,000
14,000
16,000
18,000
20,000
22,000
24,000
26,000
28,000
FY2007 EBIT
Net Price Variance
(1)
Price to EBIT
FY2008 EBIT

Investor Presentation
Slide 36
Impact of major commodity price
Year ended June 08 vs June 07
-1500
-1000
-500
0
500
1000
1500
2000
2500
Total
price
variance
US$6,559
million
(1)
US$m
Petroleum
1,684
Copper
946
Manganese
1,465
Iron Ore
2,134
Energy
Coal
1,062
Nickel
(1,066)
Diamonds
80
Aluminium
(51)
Met Coal
151
(1) Net of $134m of price-linked costs impact.
Other
154

Investor Presentation
Slide 37
-400
-200
0
200
400
600
800
1000
1200
1400
Impact of major volume changes
Year ended June 08 vs June 07
US$m
Total
volume
(1)
variance
US$1,828
million
Petroleum
894
Met
Coal
(47)
Iron
Ore
424
Aluminium/
Alumina
20
D&SP
19
Energy
Coal
38
Copper
727
Nickel
(313)
Other
47
(1)
Volume variances calculated using previous year margin and includes new operations
Manganese
20

Investor Presentation
Slide 38
Rate of cost increase
FY2005 is shown on the basis of UKGAAP. Other
periods are calculated under IFRS.
All periods exclude third party trading and non cash costs.
0%
1%
2%
3%
4%
5%
6%
7%
FY2005
FY2006
FY2007
FY2008
Other Costs
Raw Materials
Fuel & Energy
Operating cost increase relative to preceding year
4.9%
6.8%
3.6%
4.3%

Investor Presentation
Slide 39
-250
-150
-50
50
150
250
350
450
550
650
Cash cost increase mostly recouped in revenue
Maintenance
US$m
People
Fuel &
Energy
Shipping
& Freight
Raw Materials
QCoal Rain
Impact
CMSA Strike
244
13
204
70
371
50
120
100
(225)
(1)
Excluding non-cash costs of US$216m (mostly depreciation on growth capital).
KNS Furnace
Rebuild
20
Recouped
in Revenue
$645m
Investment
$257m
One
Offs
$190m
Other
$100m
Business
Excellence
$225m
$967m
(1)

Investor Presentation
Slide 40
Cash flow
Operating cash flow
and dividends
25,541
22,012
Net interest paid
(630)
(494)
Tax paid
(1)
(6,752)
(5,561)
Net operating cash flow
18,159
15,957
Capital expenditure
(7,558)
(7,129)
Exploration expenditure
(1,350)
(805)
Purchases of investments
(336)
(757)
Proceeds from sale of fixed assets & investments
180
378
Net cash flow before dividends and
funding
9,095
7,644
Dividends paid
(2)
(3,250)
(2,339)
Net cash flow before funding & buy-backs
5,845
5,305
2008
2007
Year ended June (US$m)
(1)
Includes royalty related taxes paid
(2)
Includes dividends paid to minority interests

Investor Presentation
Slide 41
Ordinary dividends per share
(US cents per share)
0
10
20
30
40
50
60
70
FY2005
FY2006
FY2007
FY2008
H1
H2
0
50
100
150
200
250
300
FY2005
FY2006
FY2007
FY2008
Earnings per share
(US cents per share)
Note:
BHP Billiton’s EPS represents reported underlying EPS for the financial year ending 30 June.
Delivering superior returns to shareholders
CAGR 36%
CAGR 37%

Investor Presentation
Slide 42
Portfolio management –
US$6.3bn of disposals
0
1,000
2,000
3,000
4,000
5,000
6,000
7,000
Sale Proceeds
Base Metals
D&SP
Energy Coal
SSM
Petroleum
Steel
Other
Column 9
180
FY 2008
378
FY 2007
6,287
Total proceeds
845
FY 2002
2,472
FY 2003
(1)
277
FY 2004
1,035
FY 2005
1,100
FY 2006
US$m
Proceeds from
sale of assets
(1)
Includes
BHP
Steel
demerger
and
BHP
Steel
loans
(net
of
cash
disposed
and
costs)
US$m

Investor Presentation
Slide 43
Resourcing the Future –
BHP Billiton’s response
•
BHP Billiton has not been immune from
supply constraint issues
•
But our scale, global presence and
diversification provides significant
competitive advantages
•
We are focused on the disciplined
execution of the core strategy
•
And on pursuing a renewed
organisational focus on simplicity,
accountability
and effectiveness
Port Hedland

Investor Presentation
Slide 44
3,000
Europe
Japan
Other Asia
Nth
America
China
ROW
Australia
Diversification remains for sales into China
20% of total company revenues in FY2008
US$m
431
785
1,075
1,357
371
1,588
2,407
2,946
3,611
3,999
5,293
5,013
6,657
FY2008 revenue by location of customer
0
1,000
2,000
4,000
5,000
6,000
7,000
FY02
H1 03
H2 03
H1 04
H2 04
H1 05
H2 05
H1 06
H2 06
H1 07
H2 07
H1 08
H2 08
Petroleum
Aluminium
Base Metals
Iron Ore
Met Coal
Manganese
Energy Coal
SSM
Other

Investor Presentation
Slide 45
China and India account for a major share of world commodity
demand
Notes: Iron ore represents imports.  Coal includes all coal types.  Europe excludes former Soviet Union.
Source:  CRU International Ltd, Quarterly Reports (April-June 2008); Brook Hunt Aluminium Metal Service (July 2008); BP Statistical
Review of World Energy, June 2008; IISI –
Steel Statistical Yearbook (December 2007) and World Steel in Figures (2008)
0
10
20
30
40
50
60
70
80
90
100
Coal
Fe Ore
Steel
Al
Cu
Ni
Energy
Oil
Other
Europe
Japan
USA
India
China
Share of World Commodity Demand –
2007
(%)

Investor Presentation
Slide 46
China’s commodity demand and its percentage share of
world demand
‘000 tonnes
Data: CRU Copper Quarterly, April 2008
‘000 tonnes
Data: CRU Nickel Quarterly, June 2008
Data: Brook Hunt Aluminium Metal Service, July 2008
‘000 tonnes
million tonnes
Data:
IISI
–
Steel
Statistical
Yearbook
(Dec.
2007);
China
Customs
data
(www.customs.gov.cn);
CRU
-
"The
Iron
Ore
Market
Service"
Interim
Report,
December
2007;
The
Tex
Report
(February
2008);
Iron
ore
data
are
seaborne
traded,
based
on
import
statistics
Copper
Nickel
Aluminium
Iron Ore
0
500
1,000
1,500
2,000
2,500
3,000
3,500
4,000
4,500
5,000
95
96
97
98
99
00
01
02
03
04
05
06
07
0%
5%
10%
15%
20%
25%
30%
Chinese refined copper
consumption
% share of world refined copper
consumption (right hand scale)
0
50
100
150
200
250
300
350
400
95
96
97
98
99
00
01
02
03
04
05
06
07
0%
5%
10%
15%
20%
25%
30%
Chinese primary nickel
consumption
% share of world primary nickel
consumption (right hand scale)
0
50
100
150
200
250
300
350
400
450
95
96
97
98
99
00
01
02
03
04
05
06
07
0%
5%
10%
15%
20%
25%
30%
35%
40%
45%
50%
Chinese iron ore imports
% share of global seaborne iron ore
(right hand scale)
0
2,000
4,000
6,000
8,000
10,000
12,000
14,000
95
96
97
98
99
00
01
02
03
04
05
06
07
0%
5%
10%
15%
20%
25%
30%
35%
Chinese aluminium
consumption
% share of global aluminium
consumption (right hand scale)

Investor Presentation
Slide 47
Copper –
GDP per capita vs consumption per capita
Copper consumption
(kg/capita)
0
5
10
15
20
0
5,000
10,000
15,000
20,000
25,000
30,000
35,000
40,000
45,000
50,000
GDP/Capita (Jan 2008 Constant US Dollars)
China
Germany
India
Japan
Korea, Rep.
United States
Taiwan
*Note:
Based
on
a
projection
of
similar
growth
patterns
to
the
other
nations
shown
Source:
World
Bank
(World
Development
Indicators
Online
Database,
February
2008);
Government
Statistics
for
Taiwan
(www.stat.gov.tw);
CRU
Copper
Quarterly
(January 2008)

Investor Presentation
Slide 48
1975-2008
Emerging Market growth
Maturing of Japan
1990: Collapse of USSR
Productivity & IT revolution
Commodification
Cost benefits from technology
and economies of scale
Emerging Markets and
China’s long boom
Renewed “call”
on
copper resources
Global Copper Prices in 1880-2008
10-Year
Moving
Average
Real Annual
Cu Price
1880-1914
Second Industrial
Revolution & US economic expansion
Electrification
Colonial/imperial raw materials
networks
Rising real prices
Expansion of US
copper mining
Expansion in
African Copperbelt
Expansion in
Chile/Peru
Escondida &
Freeport
Flotation, open-pit
mining and
mechanisation
Flash smelting
Birth of Sx/Ew
WWI
WWII
Twin Oil
Shocks
Collapse
of USSR
Wall
Street
Crash
1920-2007
Sources
of
data:
CRU
Quarterly
Reports
(April
2008,
and
archives);
US
Geological
Survey
-
Metal
Prices
in
the
US
Through
1998,
(http://minerals.usgs.gov/minerals);
US
Bureau
of
Economic
Analysis
(US
CPI
Database);
London
Metals
Exchange,
(http://www.lme.co.uk)
China’s
Boom
1970s
Oil Shocks
Inflation/recession
Demand slumps
Substitution
LME pricing
Costs and prices
fall from peaks
Vietnam
War
1950-1973
Post-war boom
Japan’s
economic miracle
High demand growth
Nationalisation
in
Chile,
Peru, Mexico
and Africa
Costs and prices rise
Producer pricing
Korean
War
0.00
0.50
1.00
1.50
2.00
2.50
3.00
3.50
4.00
1880
1890
1900
1910
1920
1930
1940
1950
1960
1970
1980
1990
2000
1920-1945
Great Depression
World War II
High military demand
Investment dries up
Prices collapse
and stagnate

Investor Presentation
Slide 49
Energy –
GDP per capita vs energy use per capita
Primary energy use
(toe/capita)
0
2
4
6
8
10
0
5,000
10,000
15,000
20,000
25,000
30,000
35,000
40,000
45,000
50,000
GDP/Capita (Jan 2008 Constant US Dollars)
China
Germany
India
Japan
Korea, Rep.
United States
Taiwan
*Note:
Based
on
a
projection
of
similar
growth
patterns
to
the
other
nations
shown.
“toe”
stands
for
tonnes
of
oil
equivalent
Source:
World
Bank
–
World
Development
Indicators
Online
Database
(February
2008),
Government
Statistics
for
Taiwan
(www.stat.gov.tw);
BP
Statistical
Review
of
World
Energy
June
2007

Investor Presentation
Slide 50
Emerging markets are driving energy consumption growth
36%
9%
5%
50%
China
Other
Europe
North America
Source: BP Statistical Review of World Energy 2008.
Notes: Primary energy comprises commercially traded fuels only. Oil consumption measured in million tonnes, other fuels
converted
to
million
tonnes
of
oil
equivalent
as
detailed
in
the
Appendices
of
the
Review.
Share of world primary energy consumption
(mmtoe)
Growth in energy consumption CY2000-2007
(mmtoe)
10%
17%
30%
26%
30%
27%
30%
31%
0%
100%
CY2000
CY2007
Other
Europe
North
America
China

Investor Presentation
Slide 51
0
2,000
4,000
6,000
8,000
10,000
12,000
14,000
16,000
2000
2010
2020
2030
Strong long-term global growth in energy demand
Energy demand growth (CAGR)
(mmtoe)
+1.6%
+2.4%
+1.4%
Oil
Gas
Coal
Nuclear
Hydro
Renewables
Source :  IEA World Energy Outlook

Investor Presentation
Slide 52
Steel –
GDP per capita vs consumption per capita
Finished steel consumption
(kg/capita)
0
200
400
600
800
1,000
1,200
0
5,000
10,000
15,000
20,000
25,000
30,000
35,000
40,000
45,000
50,000
GDP/Capita (Jan 2008 Constant US Dollars)
China
Germany
India
Japan
Korea, Rep.
United States
Taiwan
*Note: Based on a projection of similar growth patterns to the other nations shown
Source: World Bank (World Development Indicators Online Database, February 2008); Government Statistics for Taiwan
(www.stat.gov.tw);
IISI
–
Steel
Statistical
Yearbook
(Dec.
2007)

Investor Presentation
Slide 53
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

Investor Presentation
Slide 54
Source: GTIS and CRU
South America
Domestic supply / demand
4.27x
0.00x
Iron Ore
Met Coal
India
Domestic supply / demand
2.36x
0.12x
Iron Ore
Met Coal
China
Domestic supply / demand
0.34x
0.99x
Iron Ore
Met Coal
CIS / Other Europe
1.03x
0.92x
Iron Ore
Met Coal
Domestic supply / demand
Steelmaking materials -
Australia is the natural supplier to
Asia
83
24
159
68
16
260
90
22
27

Investor Presentation
Slide 55
But so is Metallurgical coal
•
Leading position in the seaborne market
•
100% BMA owned Hay Point limits impact of
infrastructure constraints
•
Significant growth options
Iron Ore is an important part of the mix
•
Geographic proximity to the growing Asian market
•
Record annual production and shipments
•
Plans underway to expand WAIO system capacity
(100%) to 300mtpa by 2015
And Manganese is a significant contributor
•
Largest supplier of seaborne manganese ore from high
quality resource base
•
Manganese ore and alloy assets operating at record
production levels in a strong demand environment
BHP Billiton has a leading position in the steelmaking commodities
23%
64%
13%
Total Carbon Steel Sector FY2008 EBIT
(Total = US$7.2bn)
Manganese
Met Coal
Iron Ore

Investor Presentation
Slide 56
Existing supply:
Equipment shortages are continuing
CY2004
CY2005
CY2006
CY2007
CY2008
CY2009
Tyres and Trucks
Tyres (2004)
•
OEM underinvestment
•
Radial tyre market
undersupply >30%
Trucks (2007)
•
Access to castings,
forgings
•
Effect of non-mining
“competitors”
–
Oil
sands
Draglines & Shovels
•
Historical cyclicality has
contributed to
underinvestment
•
Market limited Supply
Base
•
Availability of raw
materials/steel
Ammonium Nitrate
•
Production capacity
constraints
•
Shortage of raw
materials
•
High capital costs
•
Stringent import
regulations
Grinding Mills
•
Access to castings,
forgings
•
Production capacity
constraints
•
Increased steel prices
•
Skilled labour
shortages
?
Timing of initial supply constraint manifestation

Investor Presentation
Slide 57
Future industry supply growth:
New projects are encountering delays
Source: Brook Hunt.
Note:
“Forecast
production
as
at
2008
Q2”
represents
the
expected
future
production
as
at
2008
Q2
from
those
copper
developments
classified
as
highly
probable
and
probable
as
at
2006
Q1.
It
excludes
new
developments
classified
as
highly
probable
or
probable
since
2006
Q1.
Expected future production from highly probable and probable copper developments
(kt)
Forecast production
as at 2006 Q1
Forecast production
as at 2008 Q2
2-3 year delays
0
1,000
2,000
3,000
4,000
5,000
6,000
7,000
8,000
CY2006
CY2007
CY2008
CY2009
CY2010
CY2011
CY2012
CY2013
CY2014
CY2015
CY2016
CY2017

Investor Presentation
Slide 58
Boffa/Santou
Refinery
As at 14 August 2008
Proposed capital expenditure
$500m
$501m-$2bn
$2bn+
SSM
Energy Coal
D&SP
Iron Ore
Base Metals
Petroleum
Met Coal
CSG
Manganese
Aluminium
2009
Execution
Atlantis
North
2013
Feasibility
Worsley
E&G
Future Options
Newcastle
Third Port
WA Iron Ore
Quantum 2
Potash -
Jansen
WA Iron Ore
Quantum 1
Angola
& DRC
WA Iron Ore
RGP 5
Turrum
DRC
Smelter
Maintenance of a deep diversified inventory of growth options
NWS Nth
Rankin B
Browse
LNG
Shenzi
Nth
Klipspruit
Thebe
Wards
Well
Scarborough
Caroona
WA Iron Ore
RGP 6
MKO
Talc
Corridor
Sands
Kennedy
Saraji
Exp
Red Hill
UG
Resolution
Neptune
Nth
GEMCO
Exp
Ekati
Guinea
Alumina
Angostura
Gas
HPX3
Maruwai
Stage 1
Knotty
Head
Samarco 4
Peak Downs
Exp (Caval
Ridge)
Macedon
CMSA Heap
Leach 1
Antamina
Exp
Newcastle
Third Port Exp
Mad Dog
West
Mt Arthur
Coal UG
Cerrejon
Opt Exp
Maruwai
Stage 2
Navajo Sth
Perseverance
Deeps
Mt Arthur Coal
OC
(MAC20)
Goonyella
Expansions
Escondida
Moly
New Saraji
Eastern
Indonesian
Facility
Douglas-
Middelburg
WA Iron Ore
RGP 4
Kipper
GEMCO
Shenzi
Alumar
Pyrenees
Olympic Dam
Expansion 1
CMSA Heap
Leach 2
CW Africa
Exploration
Escondida
3rd Conc
CMSA
Pyro
Expansion
Puma
Blackwater
UG
NWS
WFGH
Nimba
Olympic Dam
Expansion 3
RBM
Cannington
Life Ext
Potash
Gabon
Mt Arthur Coal
(MACX)
Olympic Dam
Expansion 2
NWS
CWLH
Bakhuis
Daunia
NWS
Angel
NWS
T5

Investor Presentation
Slide 59
0.0
3.0
6.0
9.0
12.0
15.0
FY2002
FY2003
FY2004
FY2005
FY2006
FY2007
FY2008
FY2009F
Exploration
Sustaining Capex
Growth
Expenditure
Capital & exploration expenditure
US$bn
(1)
FY2009 includes
US$700m for
Petroleum
FY2002
to
FY2005
are
shown
on
the
basis
of
UKGAAP.
Subsequent
periods
are
calculated
under
IFRS.
US$ billion
FY2002
FY2003
FY2004
FY2005
FY2006
FY2007
FY2008
FY2009F
Growth
1.9
2.0
1.7
2.6
4.0
5.5
6.1
9.9
Sustaining & Other
0.8
0.7
0.9
1.3
2.1
1.6
1.8
2.1
Exploration
(1)
0.4
0.3
0.5
0.5
0.8
0.8
1.4
1.5
Total
3.1
3.0
3.1
4.4
6.9
7.9
9.3
13.5

Investor Presentation
Slide 60
Sanctioned development projects (US$12.4bn)
On schedule and
budget
1-2 million tpa
Mid CY09
100
Met Coal
Maruwai Stage 1/Haju (Indonesia) –
100%
On schedule and
budget
Third coal berth capable of
handling an estimated
30 million tpa
End CY10
390
Energy Coal
Newcastle Third Port (Australia) –
35.5%
On schedule and
budget
10 million tpa export thermal
coal and 8.5 million tpa
domestic thermal coal
(sustains current output)
Mid CY10
975
Energy Coal
Douglas –
Middelburg Optimisation
(South Africa) –
100%
On schedule and
budget
1.1 million tpa
H1 CY11
1,900
Alumina
Worsley Efficiency and Growth
(Australia) –
86%
On schedule and
budget
Incremental 1.8 million tpa
export coal
Incremental 2.1 million tpa
domestic
H2 CY09
450
Energy Coal
Klipspruit (South Africa) –
100%
On schedule and
budget
Additional 1 million tpa
manganese concentrate
H1 CY09
110
Mn Ore
GEMCO (Australia) –
60 %
On schedule and
budget
Increase system capacity to
155 million tpa
H1 CY10
1,850
Iron Ore
Western Australia Iron Ore RGP 4 
(Australia) –
86.2%
Schedule and
budget under review
2 million tpa
Q2 CY09
725
Alumina
Alumar Refinery Expansion (Brazil) –
36%
Production Capacity (100%)
Progress
Initial
Production
Target Date
Share of
Approved
Capex
US$m
Commodity
Minerals Projects

Investor Presentation
Slide 61
Sanctioned development projects (US$12.4bn) cont.
On schedule and
budget
2,500 million cubic feet gas per
day
CY12
850
LNG
NWS North Rankin B (Australia) –
16.67%
On schedule and
budget
11,000 bpd condensate and
processing capacity of 200
million cubic feet gas per day
CY11
625
Oil/Gas
Turrrum
(Australia) –
50%
On schedule and
budget
96,000 barrels of oil and 60
million cubic feet gas per day
H1 CY10
1,200
Oil/Gas
Pyrenees (Australia) –
71.43%
On schedule and
budget
Tie-back to Atlantis South
H2 CY09
185
Oil/Gas
Atlantis North (US) –
44%
On schedule and
budget
100,000 barrels and 50 million
cubic feet gas per day
Mid CY09
1,940
Oil/gas
Shenzi (US) –
44%
On schedule and
budget
800 million cubic feet gas per
day and 50,000 bpd
condensate
End CY08
200
Oil/Gas
North West Shelf Angel (Australia) –
16.67%
On schedule and
budget
10,000 bpd condensate and
processing capacity of 80
million cubic feet gas per day
CY11
500
Oil/Gas
Kipper
(Australia)
–
32.5%-50%
On schedule and
budget
LNG processing capacity 4.2
million tpa
Late CY08
350
LNG
North West Shelf  5th Train (Australia) –
16.67%
Production Capacity   (100%)
Progress
Initial
Production
Target Date
Share of
Approved
Capex
US$m
Commodity
Petroleum Projects

Investor Presentation
Slide 62
Development projects in feasibility (US$12.4bn)
Maintain Nickel West system
capacity
H2 CY13
500
Nickel
Perseverance Deeps (Australia) –
100%
5.7 million tpa saleable coal
CY 2013
850
Energy Coal
Navajo South Mine Extension (USA) –
100%
(1)
5 million tpa saleable coal
CY 2011
700
Energy Coal
Mt Arthur Coal UG (Australia) –
100%
(2)
8 million tpa
H2 CY11
300
Energy Coal
Cerrejon (Colombia) –
33.3%
Increase system capacity to 200
million tpa
H2 CY11
6,110
Iron Ore
Western Australia Iron Ore RGP 5 
(Australia) –
86.2%
(1)
3.7 million tpa export coal
H2 CY10
300
Energy Coal
Mt Arthur Coal OC MAC20 (Australia) –
100%
3-5 million tpa clean coal
CY 2012
500
Met Coal
Maruwai
Stage 2/Lampunut (Indonesia) –
100%
(1)
3 million tpa
CY 2010
250
Met Coal
Daunia
(Australia) –
50%
3.3 million tpa
H2 CY11
1,700
Alumina
Guinea Alumina Project (Guinea) –
33.3%
6.9 million tpa bauxite
H1 CY10
727
Bauxite
Bakhuis
100% (Suriname/ Paranam
–
45%)
Project Capacity
(100%)*
Forecast Initial
Production*
Estimated Share of
Capex*
US$m
Commodity
Minerals Projects
(US$4.7bn)
Note:
All
projects
in
feasibility
remain
under
review
until
they
are
approved
to
move
to
execution.
During
the
feasibility
phase
project
schedules
and capex are indicative only. However, from time to time estimates may be periodically reviewed as project milestones are achieved.
(1)
Project parameters are currently under review
(2)
Project now sequenced to follow Mount Arthur Coal OC (MAC20)

Investor Presentation
Slide 63
Development projects in feasibility (US$12.4bn)
*
Indicative only
280 million cubic feet gas per day
H1 CY11
220
Gas
Angostura Gas (Trinidad & Tobago) –
45%
60,000 barrels of oil and 90 million
cubic feet gas per day
H2 CY10
250
Oil/Gas
NWS CWLH (Australia) –
16.67%
Project Capacity
(100%)*
Forecast Initial
Production*
Estimated Share of
Capex*
US$m
Commodity
Petroleum Projects
(US$600m)

Investor Presentation
Slide 64
Development projects commissioned since July 2001
Q2 CY04
Q2 CY04
80
83
WA
Iron
Ore
Accelerated
Expansion
(Australia)
–
85%
Mid CY04
Mid CY04
294
294
NWS Train 4 (Australia) –
16.7%
Q1 CY04
Q2 CY04
266
299
Products
&
Capacity
Expansion
(Australia)
–
85%
Q1 CY04
Q1 CY04
33
50
Cerrejon
Zona
Norte
(Colombia)
–
33.3%
Q4 CY03
Q4 CY03
464
515
Ohanet (Algeria) –
45%
Q4 CY03
Q2 CY04
411
449
Hillside 3 (South Africa) –
100%
Q4 CY03
Q4 CY03
380
411
Mt
Arthur
North
(Australia)
–
100%
Q3 CY03
Q4 CY03
171
181
Area C (Australia)
–
85%
Q2 CY03
Q3 CY03
40
40
Zamzama (Pakistan) –
38.5%
Q2 CY01
Q2 CY01
752
775
Antamina (Peru) –
33.75%
Q4 CY02
Q2 CY03
34
50
Bream
Gas
Pipeline
(Australia)
–
50%
Q3 CY02
Q3 CY02
543
600
Escondida
Phase
IV
(Chile)
–
57.5%
Q3 CY02
Q3 CY02
143
146
San Juan Underground (US) –
100%
Q2 CY02
Q2 CY02
120
138
Tintaya Oxide (Peru) –
99.9%
Q3 CY01
Q3 CY01
114
128
Typhoon (US) –
50%
Mozal
2
(Mozambique)
–
47.1%
Project
Q2 CY03
Q4 CY03
311
405
Initial Production Date
Our Share of Capex
Actual
Budget
Actual
US$m
Budget
US$m

Investor Presentation
Slide 65
Development projects commissioned since July 2001
Q2 CY06
H2 CY06
566
500
Escondida
Sulphide
Leach
(Chile)
–
57.5%
Q2 CY06
H2 CY06
501
489
Western Australia Iron Ore RGP2 (Australia) –
85%
Q4 CY06
Q4 CY06
1,100
990
Spence (Chile) –
100%
Q4 CY06
H2 CY06
88
(1)
88
BMA Phase 2 (Australia) –
50%
Q2 CY06
Q1 CY06
188
165
Worsley
Development
Capital
Project
(Australia)
–
86%
Q4 CY05
Q3 CY05
33
29
Paranam Refinery Expansion (Suriname) –
45%
Oct 2005
Q4 CY05
251
230
Escondida
Norte
(Chile)
–
57.5%
Mid CY05
Mid CY05
100
90.
BMA
Phase
1
(Including
Broadmeadow)
(Australia)
–
50%
April 2005
Mid CY05
200
200.
Dendrobium (Australia) –
100%
April 2005
Early CY05
139
146
Panda Underground (Canada)
–
80%
Jan 2005
End CY04
337
327
Angostura (Trinidad) –
45%
Jan 2005
End CY04
263
218.
Mad Dog (US) –
23.9%
Q4 CY04
Q4 CY04
154
132
GoM Pipelines Infrastructure (US) –
22/25%
Q4 CY04
Q4 CY04
101
95
Western Australia Iron Ore RGP (Australia) –
85%
Q4 CY04
Q3 CY04
204
192
ROD (Algeria) –
38%
Minerva (Australia) –
90%
Project
Jan 2005
Q4 CY04
174
163.
Initial Production Date
Our Share of Capex
Actual
Budget
Actual
US$m
Budget
US$m

Investor Presentation
Slide 66
Development projects commissioned since July 2001
H1 CY08
H1 CY08
139
(1)
139
Cliffs (Australia) –
100%
Q1 CY08
Q1 CY08
580
556
Yabulu
Extension (Australia) –
100%
H1 CY08
H1 CY08
740
(1)
590
Samarco (Brazil) –
50%
Q3 CY08
Q1 CY08
418
405
Neptune (US) –
35%
Q4 CY07
Q4 CY07
144
(1)
140
Pinto Valley (USA) –
100%
Q4 CY07
Q4 CY07
1,300
(1)
1,300
Western Australia Iron Ore RGP3 (Australia) –
86.2%
Q4 CY07
Q1 CY08
2,086
2,200
Ravensthorpe (Australia) –
100%
End CY07
End CY07
176
200
Koala Underground (Canada) –
80%
Q2 CY08
Q2 CY08
389
380
Stybarrow
(Australia)
–
50%
H2 CY07
H2 CY07
1,630
(1)(2)
1,630
Atlantis South (US) –
44%
H2 CY07
H2 CY07
365
365
Genghis Khan (US) –
44%
H1 CY07
Mid CY07
140
(1)
100
Blackwater Coal Preparation (Australia) –
50%
Project
Initial Production Date
Our Share of Capex
Actual
Budget
Actual
US$m
Budget
US$m
(1)
Actual cost subject to finalisation.   (2)  Actual cost subject to budgeted drilling of wells post-commissioning.

Investor Presentation
Slide 67
Key net profit sensitivities
US$1/t on iron ore price
80
US$1/bbl on oil price
35
US$1/t on metallurgical coal price
25
USc1/lb on aluminium price
25
USc1/lb on copper price
20
US$1/t on energy coal price
20
USc1/lb on nickel price
2
AUD (USc1/A$) Operations
(2)
80
RAND (0.2 Rand/US$) Operations
(2)
20
(US$m)
Approximate impact
(1)
on FY 2009 net profit
after tax of changes of:
(1)  Assumes total volumes exposed to price
(2)  Impact based on average exchange rate for the period