Name of entity

ACN, ARBN or ARSN

1

+Class of +securities issued or to be issued

2

Number of +securities issued or to be issued (if known) or maximum number which may be issued

3

Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

4

Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?

5

1. Executive Share Scheme:

80,000 @ $10.65 a share paid to sixty seven cents.

55,000 @ $ 8.41 a share paid to sixty seven cents.

68,500 @ $ 9.85 a share paid to sixty seven cents.

105,000 @ $10.98 a share paid to sixty seven cents.

311,500 @ $13.58 a share paid to sixty seven cents.

138,000 @ $16.68 a share paid to sixty seven cents.

35,000 @ $19.61 a share paid to sixty seven cents.

80,000 @ $18.23 a share paid to sixty seven cents.

135,000 @ $16.22 a share paid to sixty seven cents.

330,000 @ $15.99 a share paid to sixty seven cents.

65,000 @ $13.52 a share paid to seventy one cents.

2. Employee Share Plan:

204,500 @ $18.51 a share

72,500 @ $19.42 a share

30,000 @ $18.52 a share

344,500 @ $15.55 a share

241,000 @ $15.56 a share

200,000 @ $18.96 a share

2,078,584 @ $15.32 a share

125,500 @ $18.97 a share

1,377,764 @ $15.33 a share

54,500 @ $14.73 a share

62,500 @ $14.74 a share

547,000 @ $15.72 a share

2,000 @ $17.05 a share

782,500 @ $15.73 a share

25,000 @ $17.06 a share

316,000 @ $15.55 a share

1,410,750 @ $15.56 a share

6,846,230 @ $ 1.00 a share

3. 4,134,622 shares were purchased and cancelled under the company's on-market buy back program

1. The purpose and terms of issue in respect of the Executive Share Scheme are contained in the Explanatory Booklet (previously forwarded).
   
2. Allotment of 7,874,598 shares issued as a result of exercised options to shareholders participating in the Company's Employee Share Plan in accordance with the terms and conditions of the Plan.
3. Allotment of 6,846,230 shares issued as a result of exercised options in consideration of the July 2001 BHP Billiton DLC Merger 1.0651 for 1 Bonus Issue to shareholders participating in the Company's Employee Share Plan & Executive Share Scheme.
   
4. Employee Share Plan: The purpose and terms of issue in respect of the Employee Share Plan are contained in the Explanatory Booklet (previously forwarded).
5. On-market buyback undertaken for capital management purposes (refer Appendix 3C lodged 8 February 2001)

7

Dates of entering +securities into uncertificated holdings or despatch of certificates

1. Executive Share Scheme: 17 April 2001 to
   13 March 2002.
2. Employee Share Plan Options: 2 April 2001 to 28 March 2002.
3. On-market buy back shares cancelled: 24 September 2001 to 4 October 2001.

8

Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)

9

Number and +class of all +securities not quoted on ASX (including the securities in clause 2 if applicable)

Performance Share Plan Performance Rights

10

Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

The additional securities will participate fully in future dividends

11

12

Is the issue renounceable or non-renounceable?

13

Ratio in which the +securities will be offered

14

+Class of +securities to which the offer relates

15

+Record date to determine entitlements

16

Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?

17

18

Names of countries in which the entity has +security holders who will not be sent new issue documents

Cross reference: rule 7.7.

19

Closing date for receipt of acceptances or renunciations

20

21

Amount of any underwriting fee or commission

22

23

Fee or commission payable to the broker to the issue

24

Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders

25

If the issue is contingent on +security holders' approval, the date of the meeting

26

Date entitlement and acceptance form and prospectus will be sent to persons entitled

27

If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders

28

Date rights trading will begin (if applicable)

29

30

How do +security holders sell their entitlements in full through a broker?

31

How do +security holders sell part of their entitlements through a broker and accept for the balance?

32

How do +security holders dispose of their entitlements (except by sale through a broker)?

33

+Despatch date

34

(a)

Securities described in Part 1

(b)

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Tick to indicate you are providing the information or documents

35

N/A

The names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders

36

N/A

A distribution schedule of the additional +securities setting out the number of holders in the categories

100,001 and over

37

N/A

A copy of any trust deed for the additional +securities

38

Number of securities for which +quotation is sought

39

Class of +securities for which quotation is sought

40

Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?

41

42

Number and +class of all +securities quoted on ASX (including the securities in clause 38)

43

Cheque attached

Note: Payment may be made electronically if Appendix 3B is given to ASX electronically at the same time.

To be invoiced