NO.024

FIRB: BHP BILLITON GROUP/WMC

Exercising powers under the Foreign Acquisitions and Takeovers Act 1975 (the

Act), I have decided that the Australian Government has no objection to the

BHP Billiton Group’s (BHPB) proposed acquisition of all the issued shares

of WMC Resources Limited (WMC) provided that BHPB complies with the conditions

set out in Attachment A.

These conditions are in addition to previous conditions imposed under the Act,

all of which remain in place.

CANBERRA

4 April 2005

Contact: David Alexander

02 6277 7340

ATTACHMENT A

BHPB’s undertakings, observance of which is a condition under Section

25 (1A) of the Foreign Acquisitions and Takeovers Act 1975 (the Act):

1. BHPB will abide by all Australian federal and state laws and regulations

   relating to the mining and export of uranium;

2. BHPB will undertake prior consultations with the Department of Industry,

   Tourism and Resources on the terms of any and all marketing arrangements it

   enters into with third parties in respect of uranium, which will be subject

   to all regulatory requirements imposed as part of the Australian Government’s

   regulations and disclosure rules relating to uranium sales out of Australia.

This condition will have effect indefinitely, subject to amendment of the Act

or any revocation or amendment by the Treasurer.