¹

Refer note 4 to table 3.

As at 30 June 2008

Commodity
Deposit
^{(1)(2)(3)(4)(5)(6)}

Iron Ore

Mt Newman JV ⁽⁷⁾

Jimblebar ⁽⁸⁾⁽⁹⁾

Mt Goldsworthy JV Northern ⁽¹⁰⁾

Mt Goldsworthy JV Area C ^(11)(12)

Yandi JV ^(13)(14)

BHP Billiton Minerals

BHP Coal

Samarco JV ⁽¹⁵⁾

⁽¹⁾      Resources are divided into joint ventures and material types that reflect the various products produced. The bedded ore types are classified as per the host Archaean or Proterozoic banded iron formations. These are BKM – Brockman, MM – Marra Mamba and NIM – Nimingarra. The CID – Channel Iron Deposits are Cainozoic fluvial sediments. ROM – Run of mine for Samarco, comprising itabirites and friable hematite ores.

⁽²⁾       The resource grades listed, Fe – iron, P – phosphorous, SiO₂ – silica, Al₂O₃ – alumina refer to in situ mass percentage on a dry weight basis. LOI – loss on ignition, refers to loss of mass (dry basis) during the assaying process. Tonnages are based on wet tonnes for Western Australian Iron Ore (WAIO) deposits using the following moisture contents: BKM – 3%, MM – 4%, CID – 8%, NIM – 3.5%. %Pc – phosphorous in concentrate.

⁽³⁾      Competent Persons – Mt Newman JV: M Wozga (MAusIMM), M Smith (MAusIMM). C Williams (MAIG). Jimblebar: M Smith (MAusIMM), H Arvidson (MAusIMM), M Wozga (MAusIMM). Mt Goldsworthy JV Northern: S Harrison (MAIG), M Wozga (MAusIMM). Mt Goldsworthy JV Area C: D Reid (MAusIMM), C Williams (MAIG). Yandi JV: S Harrison (MAIG), H Arvidson (MAusIMM). BHP Billiton Minerals: S Harrison (MAIG). BHP Coal: H Arvidson (MAusIMM), M Smith (MAusIMM). Samarco JV: L Bonfioli (MAusIMM), employed by Samarco Minerção SA.

⁽⁴⁾      Some cut-off grades have been adjusted to align with revised product strategy. Cut-off grades used to estimate resources: Mt Newman JV 50%Fe for Whaleback deposit (which supplies beneficiation feed), 54%Fe for other BKM and MM deposits; Jimblebar 54%Fe for BKM and MM; Mt Goldsworthy JV 55-56.5%Fe for NIM (except Cattle Gorge, Cundaline, Nimingarra A and B – 50%Fe), 54%Fe for BKM and MM; Yandi 52%Fe for CID, 54% for BKM; BHP Coal 54%Fe for BKM, 50-54%Fe for MM; BHP Minerals 54%Fe for BKM.

⁽⁵⁾      The Mineral Resources are reported after adjustment for depletion which occurs when the material is mined. For WAIO the adjustments are based on aerial surveys as of the end of March 2008 plus production forecasts for the period April–June 2008. For Samarco, depletion is based on actual production from July 2007 to April 2008 with production forecast for May and June 2008.

⁽⁶⁾      The level of detail available from drilling, outcrop and geophysical data, and combined with existing geological mapping and/or operational information was sufficient to support appropriate resource modelling. The resource estimation process followed by BHPBIO is well established and is consistent with standard industry practice. The classification of the resources is based on both qualitative and quantitative approaches, by applying data density, data quality, geological confidence criteria, estimation performance and reconciliation information.

⁽⁷⁾       Changes for Mt Newman JV are due to additional resource definition drilling, new geological interpretation and resource models for Jinayri, Whaleback, OB24, OB25 Pit 4 and OB30, and change to cut-off grade for OB29 and OB30 from 58%Fe to 54%Fe. Jinayri (BKM) is an Inferred Resource of 1.4 billion wet metric tonnes being reported for the first time. Inferred Resource for Jinayri has been estimated using interpolation and extrapolation. For Jinayri, interpolated material has a maximum drill spacing of 300m between section lines and 100m between drill holes on the same section. Extrapolated material is based on a sectional projection of 150m (strike) and 50m (section) beyond the drill holes. The proportion of the Inferred Resource that is based on extrapolated data is 15%.

⁽⁸⁾      Changes to Jimblebar are due to additional resource definition drilling, new geological interpretation and resource modelling for Jimblebar W1/2. The Mineral Resource at Wheelarra Hill 1 and 2 deposits has increased by 266 million wet metric tonnes, with 150 million wet metric tonnes, upgraded from Inferred Resource to Indicated Resource.

⁽⁹⁾      The Jimblebar Resources listed include the Wheelarra Hill 3, 4, 5, 6 and Hashimoto 1 and 2 deposits at Jimblebar in which the Wheelarra Joint Venture participants (BHP Iron Ore (Jimblebar) Pty Ltd (51%), ITOCHU Minerals and Energy of Australia Pty Ltd (4.8%), Mitsui Iron Ore Corporation Pty Ltd (4.2%) and subsidiaries of Chinese steelmakers Magang, Shagang, Tanggang and Wugang (10% each)) have a legal interest. At the commencement of the Wheelarra Joint Venture on 1 October 2005, the Wheelarra Joint Venture participants had a legal interest in 175 million dry metric tonnes of Jimblebar Reserves (Wheelarra Joint Venture tonnes). The effect of the sales contracts entered into between the Wheelarra Joint Venture participants and the Mt Newman Joint Venture participants and other associated agreements is that BHP Billiton (as a Mt Newman Joint Venture participant) has an entitlement to 85% of these Wheelarra Joint Venture tonnes. This disclosure and the financial statements are prepared on this basis.

⁽¹⁰⁾    Changes to Mt Goldsworthy JV Northern are due to a change in cut-off grade from 56.5%Fe to 50%Fe for Cattle Gorge, Cundaline, Nimingarra A and B deposits. A new resource model for Cundaline has been completed based on new resource definition drill holes and geological interpretation.

⁽¹¹⁾    Changes to Mt Goldsworthy JV Area C are due to additional resource definition drilling, new geological interpretation and resource models for A and B Deposits, and Packsaddle 1 and 3. The total Mineral Resource at A Deposit has increased by approximately 160 million wet metric tonnes. The total Mineral Resource at Packsaddle 1 and 3 deposits has increased by 103 million wet metric tonnes and 111 million wet metric tonnes respectively. For Packsaddle 1 deposit 56 million wet metric tonnes was converted to Measured Resource and 196 million wet metric tonnes to Indicated Resource from Inferred Resource compared to 2007 reported Mineral Resource. Packsaddle 3 deposit, 46 million wet metric tonnes was upgraded to Measured Resource and 136 million wet metric tonnes to Indicated Resource from Inferred Resource.

⁽¹²⁾    The Area C Resources listed include C Deposit within Area C in which the POSMAC Joint Venture participants (BHP Billiton Minerals Pty Ltd (65%), ITOCHU Minerals and Energy of Australia Pty Ltd (8%), Mitsui Iron Ore Corporation Pty Ltd (7%) and a subsidiary of POSCO (a Korean steelmaker) (20%)) have a legal interest. The effect of the sales contracts entered into between the POSMAC Joint Venture participants and the Mt Goldsworthy Joint Venture participants and other associated agreements is that BHP Billiton (as a Mt Goldsworthy Joint Venture participant) has an entitlement to 85% of the resources in C Deposit. This disclosure and the financial statements are prepared on this basis.

⁽¹³⁾    Changes to Yandi JV are due to a change in CID cut-off grade from 56%Fe to 52%Fe. Other changes are due to additional resource definition drilling, new geological interpretation and resource modelling for Yandi W1 and Marillana (BKM). Marillana, an Inferred Resource, has increased from 190 million wet metric tonnes to 1,080 million wet metric tonnes.

⁽¹⁴⁾    The Yandi Resources listed include the Western 4 deposit in which the JFE Western 4 Joint Venture (JW4 JV) participants BHP Billiton Minerals Pty Ltd (68%). ITOCHU Minerals and Energy of Australia Pty Ltd (6.4%), Mitsui Iron Ore Corporation Pty Ltd (5.6%) and a subsidiary of JFE Steel Corporation (a Japanese steelmaker) (20%)) have a legal interest. The effect of the sales contracts entered into between the JW4 JV participants and the Yandi JointVenture participants and other associated agreements is that BHP Billiton (as a Yandi Joint Venture participant) has an entitlement to 85% of the resources in the Western 4 deposit. This disclosure and the financial statements are prepared on this basis.

⁽¹⁵⁾    The changes to Samarco’s Mineral Resources are due to additional drilling, changes in resource classification criteria, new geological models and changes to the cut-off grades.

As at 30 June 2008

Commodity
Deposit^{(1)(2)(3)(4)(5)(6)(7)}

Ore
Type

Iron Ore

Mt Newman JV⁽⁹⁾

Jimblebar^(10)(11)

Mt Goldsworthy JV
Northern ⁽¹²⁾

Mt Goldsworthy JV
Area C^(13)(14)

Yandi JV^(15)(16)

Samarco JV⁽¹⁷⁾

⁽¹⁾      The reserves are divided into joint ventures and material types that reflect the various products produced. The West Australian ore types are classified as per the host Archaean or Proteroz oic banded iron formations. Ore types are BKM – Brockman, MM – Marra Mamba, NIM – Nimingarra, CID – Channel Iron Deposit. ROM – Run of Mine for Samarco, comprising itabirites and friable hematite ores.

⁽²⁾      The reserve grades listed: Fe -iron, P-phosphorous, SiO₂– silica, Al₂O₃ – alumina, LOI – loss on ignition,, refer to in situ mass percentage on a dry weight basis. For Mt Newman, Jimblebar, Mt Goldsworthy and Yandi joint ventures tonnages represent wet tonnes based on the following moisture contents: BKM – 3%, MM – 4%, CID – 8%, NIM – 3.5%. Iron ore is marketed as Lump (direct blast furnace feed) and Fines (sinter plant feed). For Samarco: %Pc – phosphorous in concentrate. Samarco is marketed predominantly as direct reduction and blast furnace pellets.

⁽³⁾      Metallurgical recovery is 100%, except for Mt Newman JV – Whaleback BKM where recovery is 92%. For Samarco, metallurgical recovery is 83.8%.

^{(4 )}      Approximate drill hole spacings used to classify the reserves are:

⁽¹⁰⁾    Changes to Jimblebar are due to additional resource definition drilling, new geological interpretation, new resource modelling and new pit designs for Jimblebar W1/2/3, and a change in cut-off grade from 60%Fe to 59%Fe.

⁽¹¹⁾    The Jimblebar Reserves listed include the Wheelarra Hill 3, 4 and Hashimoto 1 and 2 deposits at Jimblebar in which the Wheelarra Joint Venture participants (BHP Iron Ore (Jimblebar) Pty Ltd (51%), ITOCHU Minerals and Energy of Australia Pty Ltd (4.8%), Mitsui Iron Ore Corporation Pty Ltd (4.2%) and subsidiaries of Chinese steelmakers Magang, Shagang, Tanggang and Wugang (10% each) have a legal interest. At the commencement of the Wheelarra Joint Venture on 1 October 2005, the Wheelarra Joint Venture participants had a legal interest in 175 million dry metric tonnes of Jimblebar Reserves (Wheelarra Joint Venture tonnes). The effect of the sales contracts entered into between the Wheelarra Joint Venture participants and the Mt Newman Joint Venture participants and other associated agreements is that BHP Billiton (as a Mt Newman Joint Venture participant) has an entitlement to 85% of these Wheelarra Joint Venture tonnes. This disclosure and the financial statements are prepared on this basis.

⁽¹²⁾    Changes to Mt. Goldsworthy JV Northern are due to the inclusion of Cundaline, Nimingarra A and B deposits, and a change in cut-off from 58%Fe to 50%Fe for Cattle Gorge.

⁽¹³⁾    Changes to Mt Goldsworthy JV Area C are due to additional resource definition drilling, new geological interpretation and resource models for A Deposit, Packsaddle 1 and 3. New Reserve for Packsaddle 1 and 3 (BKM).

⁽¹⁴⁾    The Area C Reserves listed include C Deposit within Area C in which the POSMAC Joint Venture participants (BHP Billiton Minerals Pty Ltd (68%), ITOCHU Minerals and Energy of Australia Pty Ltd (6.4%), Mitsui Iron Ore Corporation Pty Ltd (5.6%) and a subsidiary of POSCO (a Korean steelmaker) (20%)) have a legal interest. The effect of the sales contracts entered into between the POSMAC Joint Venture participants and the Mt Goldsworthy Joint Venture participants and other associated agreements is that BHP Billiton (as a Mt Goldsworthy Joint Venture participant) has an entitlement to 85% of the reserves in C Deposit. This disclosure and the financial statements are prepared on this basis.

⁽¹⁵⁾    Changes to Yandi JV are due to a change in cut-off grade from 56%Fe to 55%Fe and 55.5%Fe, additional resource definition drilling, new geological interpretation and resource modelling for Yandi W1 and E4, and new pit designs.

⁽¹⁶⁾    The Yandi Reserves listed include the Western 4 deposit in which the JFE Western 4 Joint Venture (JW4 JV) participants BHP Billiton Minerals Pty Ltd (68%), ITOCHU Minerals and Energy of Australia Pty Ltd (6.4%), Mitsui Iron Ore Corporation Pty Ltd (5.6%) and a subsidiary of JFE Steel Corporation (a Japanese steelmaker) (20%)) have a legal interest. The effect of the sales contracts entered into between the JW4 JV participants and the Yandi Joint Venture participants and other associated agreements is that BHP Billiton (as a Yandi Joint Venture participant) has an entitlement to 85% of the Reserves in the Western 4 deposit. This disclosure and the financial statements are prepared on this basis.

⁽¹⁷⁾    During the feasibility studies for the Third Pelletizing Plant Project further drilling and changes to the resource classification has confirmed a reserve for more than 20 years of mine life. The reported reserve is inside the 2027 pit designed for the Third Pelletizing Plant Project.

Mt Newman JV

Jimblebar

Mt Goldsworthy JV Northern

Mt Goldsworthy JV Area C

Yandi JV

Samarco JV

⁽⁵⁾      Competent Persons – Mt Newman JV. Jimblebar, Mt Goldsworthy JV Northern and Area C, Yandi JV: R Pasyar (MAusIMM) J Kirk (MAusIMM). Samarco JV: J D da Silva (MAusIMM), L Rezende (MAusIMM), both employed by Samarco Mineraçáo SA.

^{(6 )}      Some cut-off grades have been adjusted to align with revised product strategy. Cut-off grades used to estimate reserves: Mt Newman 50–62%Fe for BKM, 59%Fe for MM; Jimblebar 59%Fe for BKM; Mt Goldsworty 50%Fe for NIM, 57%Fe for MM, 59.5%Fe for BKM; Yandi 55–55.5%Fe for CID.

^{(7 )}      Our Western Australian iron ore reserves are all located on State Agreement mining leases that guarantee the right to mine, except the Cattle Gorge mine (part of Mt Goldsworthy JV Northern), which is an operating mine on a standard Western Australian mining lease. We are required to obtain certain State Government approvals (including environmental and heritage clearances) before we commence mining operations on a particular area. We have included in our reserves areas where one or more approvals remain outstanding but where, based on the technical investigations we carry out as part of our mine planning process and our knowledge and experience of the approvals process, we expect that such approvals will be obtained as part of the normal course of business and within the timeframe required by the current life-of-mine schedule.

⁽⁸⁾      Mine life (years) is calculated as Total Reserve divided by current approved nominal production rate.

⁽⁹⁾      Changes to Mt Newman JV are due to additional resource definition drilling, new geological interpretation and resource models for Whaleback, 0B24, 0B25 Pit 4 and OB30, and changed MM and BKM (except Whaleback) cut-off grade from 60%Fe to 59%Fe.

As at 30 June 2008

Commodity
Deposit ⁽¹⁾⁽²⁾

Ore Type

Manganese

GEMCO ⁽³⁾

Wessels ⁽⁴⁾⁽⁵⁾

Upper Body ⁽⁶⁾

Mamatwan ⁽⁴⁾⁽⁷⁾

X zone

Top cut (Balance)

⁽¹⁾      Competent Persons – Resources

GEMCO: E P W Swindell (SACNASP)

Wessels: E P Ferreira (SACNASP)

Mamatwan: O van Antwerpen (SACNASP)

⁽²⁾      The Mineral Resources are reported after adjustment for depletion due to mining (actual production from 1 July 2007 to 30 April 2008 and forecast production for May and June 2008).

⁽³⁾       GEMCO – ROM – run of mine product . Manganese grades (%Mn ) are given as per washed ore samples and should be read together with their respective yields. Culturally significant areas have been excised from the resources (G Quarry Rainforest) adjacent to the local community. This excision equates to 3.2Mt of ROM.

⁽⁴⁾      An agreement has been signed between Samancor Manganese and empowerment consortium Ntsimbintle Mining Pty Ltd. The Ntsimbintle agreement has been signed by both parties but remains subject to Government approval which is believed to be administrative in nature. This transaction allows for the inclusion of part of the Prospecting Rights held by Ntsimbintle into the Wessels and Mamatwan Mining Areas in exchange for 9% equity in Hotazel Mines, thereby adding the resources within the Ntsimbintle Prospecting Right to the Wessels and Mamatwan Mining Rights. The BHP Billiton share of Wessels and Mamatwan mines (Hotazel Manganese Mines) therefore drops from 60% to 54.6%.

⁽⁵⁾      The Mn cut-off grade at Wessels has been lowered from 45% to 37.5% due to the following: Wessels Mine has historically been a high grade mine – mean Manganese (Mn) content for W1Lump being 48%. As a result only this high grade portion was previously declared while a low grade portion, W4Lump at a mean grade of 41.1%Mn, was not declared. Selling of this low grade product is dependent on marketing requirements. Positive changes in market conditions now allow for the inclusion of all grades above a cut-off of 37.5%Mn. The traditional W1Lump at a mean grade of 48% was also adjusted to 47%Mn.

⁽⁶⁾      The addition of the Upper Body to the Wessels Mine Mineral Resource arises from a process of extensive evaluation during FY2008, including the development of an ore body model largely based upon an extensive drilling database accumulated over the history of the mine.

⁽⁷⁾      At Mamatwan, the X Zone and Top Cut (Balance) have not previously been declared as Mineral Resource in the Annual Report. As a matter of course, this material has to be mined in the process of accessing the economic X, M, C and N zones, and due to positive market conditions, this material now has potential economic value.

Australia

Samantha Evans, Media Relations

Tel: +61 3 9609 2898 Mobile: +61 400 693 915

email: Samantha.Evans@bhpbilliton.com

Leng Lau, Investor Relations

Tel: +61 3 9609 4202 Mobile: +61 403 533 706

email: Leng.Y.Lau@bhpbilliton.com

United States

Tracey Whitehead, Investor & Media Relations

Tel: US +1 713 599 6100 or UK +44 20 7802 4031

Mobile: +44 7917 648 093

email: Tracey.Whitehead@bhpbilliton.com

United Kingdom & South Africa

Andre Liebenberg, Investor Relations

Tel: +44 20 7802 4131 Mobile: +44 7920 236 974

email: Andre.Liebenberg@bhpbilliton.com

Illtud Harri, Media Relations

Tel: +44 20 7802 4195 Mobile: +44 7920 237 246

email: Illtud.Harri@bhpbilliton.com