form6-k.htm

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934


November 8, 2007


_________________________________


BHP BILLITON LIMITED
(ABN 49 004 028 077)
(Exact name of Registrant as specified in its charter)
 
VICTORIA, AUSTRALIA
(Jurisdiction of incorporation or organisation)
 
180 LONSDALE STREET, MELBOURNE, VICTORIA
3000 AUSTRALIA
(Address of principal executive offices)
 
BHP BILLITON PLC
(REG. NO. 3196209)
(Exact name of Registrant as specified in its charter)
 
ENGLAND AND WALES
(Jurisdiction of incorporation or organisation)
 
NEATHOUSE PLACE, VICTORIA, LONDON,
UNITED KINGDOM
(Address of principal executive offices)


_________________________________

 
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:  [x] Form 20-F   [ ] Form 40-F
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  [ ]
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  [ ]
 
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:  [ ] Yes    [x] No
 
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):    n/a
 

 


 
 
 
NEWS RELEASE
  
Release Time  
IMMEDIATE
Date
8 November 2007
Number
32/07

MARKET SPECULATION

BHP Billiton notes the recent speculation in relation to a potential offer for Rio Tinto at a premium.
BHP Billiton now confirms that it recently wrote to the Board of Rio Tinto outlining a proposal in relation to a potential combination with Rio Tinto on terms incorporating a premium, reflecting its confidence in the benefits for both sets of shareholders of such a transaction.  In preparing its proposal, BHP Billiton has examined in detail the regulatory issues and other practicalities of a combination.
In its letter, BHP Billiton sought to pursue discussions with Rio Tinto regarding its proposal.  Rio Tinto rejected the proposal.
BHP Billiton has again written to Rio Tinto and intends to continue to seek an opportunity to meet and discuss its proposal with Rio Tinto.  There can be no assurance that any transaction or offer will result from BHP Billiton’s proposal.

Further information on BHP Billiton can be found on our Internet site: http://www.bhpbilliton.com

Australia
Samantha Evans, Media Relations
Tel: +61 3 9609 2898  Mobile: +61 400 693 915
email: Samantha.Evans@bhpbilliton.com
 
Jane Belcher, Investor Relations
Tel: +61 3 9609 3952  Mobile: +61 417 031 653
email: Jane.H.Belcher@bhpbilliton.com
United Kingdom
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
 
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
South Africa
Alison Gilbert, Investor Relations
Tel: SA +27 11 376 2121 or UK +44 20 7802 4183
email: Alison.Gilbert@bhpbilliton.com
 
 

 
 
BHP Billiton Limited ABN 49 004 028 077
BHP Billiton Plc Registration number3196209
 
 
Registered in Australia
Registered in England and Wales
 
 
Registered Office: 180 Lonsdale Street
Neathouse Place
 
 
Melbourne Victoria 3000 Australia
London SW1V 1BH United Kingdom
 
 
Tel +61 1300 55 4757 Fax +61 3 9609 3015
Tel +44 20 7802 4000 Fax +44 20 7802 4111
 
       
 
A member of the BHP Billiton group which is headquartered in Australia
 
 


 
 

 
 
Dealing Disclosure Requirements
 
 
Under the provisions of Rule 8.3 of the Takeover Code (the “Code”), if any person is, or becomes, “interested” (directly or indirectly) in 1% or more of any class of “relevant securities” of BHP Billiton or Rio Tinto, all “dealings” in any “relevant securities” of that company (including by means of an option in respect of, or a derivative referenced to, any such “relevant securities”) must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the “offer period” otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an “interest” in “relevant securities” of BHP Billiton or Rio Tinto, they will be deemed to be a single person for the purpose of Rule 8.3.
 
 
Under the provisions of Rule 8.1 of the Code, all “dealings” in “relevant securities” of either BHP Billiton or Rio Tinto by BHP Billiton or Rio Tinto, or by any of their respective “associates”, must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction.
 
 
A disclosure table, giving details of the companies in whose “relevant securities” “dealings” should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel’s website at www.thetakeoverpanel.org.uk.
 
 
“Interests in securities” arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an “interest” by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities.
 
 
Terms in quotation marks are defined in the Code, which can also be found on the Panel’s website. If you are in any doubt as to whether or not you are required to disclose a “dealing” under Rule 8, you should consult the Panel.
 
 





SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
  
 
   
BHP Billiton Limited and BHP Billiton Plc
     
Date: 8 November 2007
By:
Jane McAloon
 
     
 
Name:
Jane McAloon
 
Title:
Group Company Secretary