Company Secretariat
 

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

December 11, 2006

 

 

 

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 
 

11 December 2006

To:

Australian Stock Exchange

cc:

New York Stock Exchange
     

Swiss Stock Exchange
     

JSE Limited
 

London Stock Exchange

  

Deutsche Bank
UBS Zurich

 

Notification of Change of Interests of Persons Discharging Managerial Responsibilities and Connected Persons

(Listing Rules & Disclosure Rules of the UK Listing Authority)

 

Name of entities

BHP Billiton Limited

BHP Billiton Plc
 

ABN 49 004 028 077

REG NO 3196209

As part of a dual listed company structure, the Group voluntarily notifies all stock exchanges on which either BHP Billiton Plc or BHP Billiton Limited have primary or secondary listings, all those interests of persons discharging managerial responsibilities of both entities in the securities of both entities (and changes to those interests) which are required to be disclosed under the Listing Rules and Disclosure Rules of the United Kingdom Listing Authority and the Group's Securities Dealing Code.

We (the entities) advise the following information under the UK Listing Authority Disclosure Rule 3.1.4 and as agent for the person discharging managerial responsibilities in accordance with the Group's Securities Dealing Code.

Name of person discharging managerial responsibilities

Mr R W Kirkby

Date of last notice

6 October 2006

Date issuer informed of transaction

7 December 2006

Date and place of transaction

7 December 2006 (place of transaction not applicable)

Part 1 - Change of relevant interests in securities

Included in this Part are:

Direct or indirect interest

-

Nature of indirect interest

(including registered holder and the identity of a Connected Person if applicable)

-

No. of securities held prior to change

-

Class

-

Number acquired

-

Number disposed

-

Value/Consideration

-

No. of securities held after change

-

Nature of change

Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

-

Any additional information

Mr Kirkby has a direct interest in 411,509 ordinary shares in BHP Billiton Limited and an indirect interest in 356,527 ordinary shares in BHP Billiton Limited. The registered holders of the indirect interests are UBS Private Clients Aust. Pty Limited (285,871 ordinary fully paid shares) and UBS Wealth Management Australia Nominees Pty Ltd (70,656 ordinary fully paid shares).

Mr Kirkby also directly holds 85,000 ESS partly paid ordinary shares in BHP Billiton Limited paid up to A$1.36

Mr Kirkby's spouse also holds 2,066 ordinary shares in BHP Billiton Limited.

There is no change to report on the above holdings.

Part 2 - Change of interests in contracts other than as described in Part 3

Included in this Part are:

Detail of contract

-

Nature of interest (including the identity of a Connected Person if applicable)

-

Name of registered holder

-

No. and class of securities to which interest related prior to change

-

Interest acquired

-

Interest disposed

-

Value/Consideration

-

Interest after change

-

No. and class of securities to which interest related after the change

-

Part 3 - Change of interests in options or other rights granted by the entities

Included in this Part are only details of options or other rights granted which have changed, save for the total number of securities over which options or other rights are held following this notification.

Date of grant

7 December 2006

Period during which or date on which exercisable
  • Performance Shares - August 2011 to August 2016
  • Deferred Shares - August 2008 to August 2011

Total amount paid (if any) for the grant

-

Description of securities involved:

class; number

  • 225,000 Performance Shares under the Long Term Incentive Plan (LTIP)
  • 30,577 Deferred Shares under the Group Incentive Scheme (GIS)

Exercise price (if fixed at time of grant) or indication that price is to be fixed at time of exercise

Nil

Part 3 - Change of interests in options or other rights granted by the entities (cont'd)

Total number of securities over which options or other rights held at the date of this notice

                      78,025           maximum number of GIS Deferred Shares
                                             (ordinary shares of BHP Billiton Limited)

                    675,000          maximum number of Performance Shares
                                             (ordinary shares of BHP Billiton Limited) under
                                             the Long Term Incentive Plan

                 ___________________

                   753,025           Total

Any additional information

This change is the award of Performance Shares under the LTIP and Deferred Shares under the GIS.

Part 4 - Contact details

Name of authorised officers responsible for making this notification on behalf of the entities

Mr R Mallett - BHP Billiton Limited

Mrs I Watson - BHP Billiton Plc - BHP Billiton Plc

Contact details

 

 

Mr R Mallett Tel: +61 3 9609 3324
Fax: +61 3 9609 4372

Mrs I Watson Tel: +44 20 7802 4176
Fax: +44 20 7802 3054

 

BHP Billiton Limited ABN 49 004 028 077
Registered in Australia
Registered Office: Level 27, 180 Lonsdale Street Melbourne Victoria 3000
Telephone +61 1300 554 757 Facsimile +61 3 9609 3015

BHP Billiton Plc Registration number 3196209
Registered in England and Wales
Registered Office: Neathouse Place London SW1V 1BH United Kingdom
Telephone +44 20 7802 4000 Facsimile +44 20 7802 4111

                                                                  The BHP Billiton Group is headquartered in Australia

 

 
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: 11 December 2006 By:

Karen Wood
  Name:  Karen Wood
  Title: Group Company Secretary