| 1 | Receive the report and accounts for BHP Billiton plc | For |
| 2 | Receive the report and accounts for BHP Billiton Ltd | For |
| 3 | Elect Mr P M Anderson as a director of BHP Billiton plc | Abstain |
| 4 | Elect Mr P M Anderson as a director of BHP Billiton Ltd | Abstain |
| 5 | Elect Mr M J Kloppers as a director of BHP Billiton plc | Abstain |
| 6 | Elect Mr M J Kloppers as a director of BHP Billiton Ltd | Abstain |
| 7 | Elect Mr C J Lynch as a director of BHP Billiton plc | Abstain |
| 8 | Elect Mr C J Lynch as a director of BHP Billiton Ltd | Abstain |
| 9 | Elect Mr J Nasser as a director of BHP Billiton plc | Abstain |
| 10 | Elect Mr J Nasser as a director of BHP Billiton Ltd | Abstain |
| 11 | Re-elect Mr D A Crawford as a director of BHP Billiton plc | Abstain |
| 12 | Re-elect Mr D A Crawford as a director of BHP Billiton Ltd | Abstain |
| 13 | Re-elect Mr D R Argus as a director of BHP Billiton plc | For |
| 14 | Re-elect Mr D R Argus as a director of BHP Billiton Ltd | For |
| 15 | Re-elect Dr D C Brink as a director of BHP Billiton plc | Abstain |
| 16 | Re-elect Dr D C Brink as a director of BHP Billiton Ltd | Abstain |
| 17 | Re-elect Dr J G S Buchanan as a director of BHP Billiton plc | For |
| 18 | Re-elect Dr J G S Buchanan as a director of BHP Billiton Ltd | For |
| 19 | Re-elect Dr J M Schubert as a director of BHP Billiton plc | For |
| 20 | Re-elect Dr J M Schubert as a director of BHP Billiton Ltd | For |
| 21 | Reappoint the auditors | For |
| 22 | Issue shares | For |
| 23 | Disapply pre-emption rights | For |
| 24 | Approve the repurchase of shares | For |
| 25(a) | Approve the cancellation of shares in BHP Billiton plc held by BHP Billiton Ltd or one of its subsidiaries on 31 December 2006 | For |
| 25(b) | Approve the cancellation of shares in BHP Billiton plc held by BHP Billiton Ltd or one of its subsidiaries on 31 March 2007 | For |
| 25(c) | Approve the cancellation of shares in BHP Billiton plc held by BHP Billiton Ltd or one of its subsidiaries on 15 May 2007 | For |
| 25(d) | Approve the cancellation of shares in BHP Billiton plc held by BHP Billiton Ltd or one of its subsidiaries on 30 June 2007 | For |
| 25(e) | Approve the cancellation of shares in BHP Billiton plc held by BHP Billiton Ltd or one of its subsidiaries on 30 September 2007 | For |
| 25(f) | Approve the cancellation of shares in BHP Billiton plc held by BHP Billiton Ltd or one of its subsidiaries on 15 November 2007 | For |
| 26 | Approve the remuneration report | Oppose |
| 27 | Approve the grant of awards to Mr C W Goodyear under GIS and the LTIP | For |
| 28 | Approve the grant of awards to Mr M J Kloppers under GIS and the LTIP | For |
| 29 | Approve the grant of awards to Mr C J Lynch under GIS and the LTIP | For |
| 30 | Approve the BHP Billiton Global Employee Share Plan | For |
| 31 | Approve a change to the maximum aggregate remuneration paid by BHP Billiton plc to non-executive directors in any year | For |
| 32 | Approve a change to the maximum aggregate remuneration paid by BHP Billiton Ltd to non-executive directors in any year | For |
