E&D Report Q/E Dec 2002

BHP Billiton Limited
29 January 2003

     BHP Billiton Limited is issuing this announcement to fulfil disclosure
  obligations arising from its secondary listing on the London Stock Exchange.

    The text of this release is identical to that issued by BHP Billiton Plc
                                    earlier.





29 January 2003
Number: 03/03

                  BHP BILLITON QUARTERLY REPORT ON EXPLORATION

                           AND DEVELOPMENT ACTIVITIES

                         September 2002 - December 2002


This report covers exploration and development activities for the quarter ended
31 December 2002. Unless otherwise stated, BHP Billiton's interest in the
projects referred to in this report is 100 per cent, and references to quarters
are based on calendar years.




PETROLEUM DEVELOPMENT


Bream Pipeline, Australia (BHP Billiton 50%, non operated)

First gas flowed through the Bream pipeline on 12 December 2002, earlier than
originally scheduled. As well as transporting gas from the Bream field, which
was previously reinjected into the Bream reservoir, the pipeline will also
access and accelerate the production of around 30 million barrels of hydrocarbon
liquids (BHP Billiton share 15 million barrels) over a 10 year period.


North West Shelf expansion, Australia (BHP Billiton 16.67%, non operated)

Construction of the fourth liquefaction processing train is 57% complete and
remains on schedule to start up in mid 2004. The second trunkline is 31%
complete with shore crossing and rock quarrying activities commencing as
planned. BHP Billiton's share of capital expenditure is US$237 million.


Minerva (BHP Billiton 90%, operated)

Work is progressing under a Lump Sum Turn Key contract awarded to a joint
venture comprising McConnell Dowell Constructors (Australia) and Saipem
(Portugal) for engineering and construction of the flowlines and gas plant.
Civil engineering works have commenced on the gas plant site near Port Campbell.
The offshore drilling and completion of the two new subsea wells is currently
ongoing and is scheduled to be completed in February 2003. The project is on
budget (BHP Billiton's share of capital expenditure is US$123 million) and on
schedule for first gas production in the first quarter 2004.


Zamzama Field Development, Pakistan (BHP Billiton 38.5%, operated)

Phase 1 of the development of the Zamzama Gas Field is being executed on a fast
track basis and will include drilling at least three producing wells and
constructing two additional 140 MMcf/d processing trains. The drilling of the
first well, Zamzama-3, commenced July 2002 and was completed in October. The
programme is proceeding on plan with the second well, Zamzama-4, currently being
drilled and at the completion stage. The basic engineering design and the
tendering process for the equipment packages and materials with long lead
delivery times were complete in June 2002, and all of the equipment and
materials are on site. Facilities construction is ongoing and the project is on
track to meet its objectives. BHP Billiton's share of capital expenditure is
US$40 million and first gas is scheduled for third quarter 2003.


OHANET Development, Algeria (BHP Billiton 45%, joint operating organisation
comprising SONATRACH/BHP Billiton)

The OHANET Development consists of the development of four gas-condensate
reservoirs in the Illizi Basin in southern Algeria. The project will provide a
gas treatment facility with a capacity of 20 million standard cubic metres per
day fed by 47 production wells, of which 32 will be new and 15 will be
re-completions of existing oil producers. 3D seismic data across all reservoirs
has been processed and incorporated into the reservoir models. By the end of
December 2002 a total of 24 new wells had been drilled and completed and 15
existing wells had been re-completed. Facilities engineering and procurement are
complete. Overall construction progress is 88.4 per cent. First production is
scheduled for the second half of 2003, and BHP Billiton's share of capital
expenditure is US$464 million.


ROD Integrated Development, Algeria (BHP Billiton 36.04%, joint operating entity
comprising SONATRACH/BHP Billiton)

The ROD Integrated Development consists of the development of six satellite
oilfields in the Berkine Basin in eastern Algeria. The project will produce
80,000 barrels of Sahara Blend crude oil per day, with associated gas being
reinjected into the reservoir together with water to provide pressure support to
the reservoir. Thirty-six development wells will be required, 10 of which will
be recompletions of already drilled wells. At the end of December 2002 the rig
was working on the eleventh development well. Critical long lead engineering
items are progressing to schedule. The EPC (Engineer/Procure/Construct)
contractor, Saipem/Bouygues, is progressing engineering and procurement. Site
preparation commenced in early October 2002. First production is scheduled for
the end of first quarter 2004 and BHP Billiton's share of capital expenditure is
US$179 million.


Caesar/Cleopatra Transportation Systems, Gulf of Mexico, USA (BHP Billiton
interest in Caesar pipeline, 25%; interest in Cleopatra pipeline, 22%.
Non-operated)

In February 2002, BHP Billiton acquired a 25 per cent interest in the Caesar oil
pipeline and a 22 per cent interest in the Cleopatra gas pipeline which will
transport product from the Mad Dog and Atlantis fields to pipelines closer to
shore. BHP Billiton's share of the capital costs for these new-build projects is
estimated at $100 million. Installation of the offshore pipeline system began
during the December 2002 quarter. The project is proceeding on schedule, with
commissioning expected to occur during calendar year 2004.


Mad Dog Development, Gulf of Mexico, USA (BHP Billiton 23.9%, non-operated)

BHP Billiton announced its sanction of the Mad Dog field in February 2002,
approving up to US$335 million for development of the Gulf of Mexico oil and gas
field. Construction continues on the hull and topsides. First production is
expected at the end of calendar year 2004.


Atlantis Development, Gulf of Mexico, USA (BHP Billiton 44%, non-operated)

In May BHP Billiton approved up to US$355 million to progress the development of
the Atlantis field in the Gulf of Mexico. Drilling of the initial production
wells in underway, with detailed engineering work continuing on the production
facilities. Full project approval is expected early this year.



MINERALS DEVELOPMENT



Aluminium



Mozal 2 Expansion, Mozambique (BHP Billiton 47.11%)

Construction Work on the 253,000 tonne per annum Mozal II aluminium smelter
project continued during the quarter. Production targets are in line with the
revised schedule and cost trends to date indicate that the project will likely
be completed under the project budget of US$860 million (BHP Billiton share
US$405 million). Initial production is expected by the end of the second quarter
2003 and full production expected by the end of 2003.


At the end of December 2002, overall construction work had reached 79 per cent.
The civil, structural steel and cladding work was almost completed. Installation
of the main process equipment is progressing well and the pre-commissioning of
various process systems has commenced.



Hillside Expansion

Main construction work on the 130,000 tonne per annum Hillside III aluminium
smelter project commenced on 1 April 2002, and at the end of December 2002
overall construction work has reached 36 per cent completion. The main civil
works are nearing completion and steady progress is being made on structural
steel erection and cladding. Manufacture of process equipment is progressing on
schedule. First metal production from the new potline facilities is expected in
the first quarter of 2004, in line with revised schedule, and full production is
expected by the end of the second quarter 2004. Expenditure to date remains in
line with the budgeted US$449 million.


Base Metals



Escondida Phase IV Expansion, Chile (BHP Billiton 57.5%)

As of the end of December commissioning activities were substantially complete
and the majority of project personnel demobilized from the site. Plant
throughput during December 2002 was 75 per cent of design vs a planned 52 per
cent. Ramp up to full production is expected by April 2003.


The development has an estimated capital cost of US$1,045 million (BHP Billiton
share US$600 million), and final costs are expected to be on or under budget.



Carbon Steel Materials



Dendrobium Coal Project, Australia

The Dendrobium Mine will be a low cost underground longwall operation capable of
producing 5.2 Mtpa of raw coal resulting in 2.6 Mtpa of coking coal and 1Mtpa of
thermal coal. The main customer for the coking coal is the BHP Steel Port Kembla
steelworks located seven kilometres from the mine site.


Construction activities are continuing at three of the four main sites including
the coal loading facilities (Kemira Valley), mine surface facilities
(Dendrobium) and the ventilation shaft. Construction will commence on the fourth
main site, the washery upgrade and the installation of a thermal drier, in March
2003. The project is approximately 20 per cent complete with one of the two
underground access tunnels reaching the coal seam in December 2002. This
resulted in the successful transition of the road tunnelling process to a coal
production process, with the project now producing development quantities of
coal. The ventilation shaft boring has been completed with the shaft lining 50
per cent complete. The Dendrobium production crews will be recruited by June
2003.


Approximately US$70 million has been committed to date. The capital forecast and
longwall startup schedule remain unchanged at US$170 million and May 2005
respectively.


Mining Area C Project, 'C Deposit', Australia (BHP Billiton 85%)

The project provides for the development of a mine, processing plant, 38
kilometre rail spur and associated infrastructure for an operation to build up
to 15 Mtpa at Mining Area C, which is situated approximately 120 kilometres from
Newman in Western Australia's Pilbara region. The capital cost is estimated to
be US$213 million (BHP Billiton share US$181 million).

Construction work is progressing at both the plant and infrastructure rail and
road sites. Extraction and shipment of bulk sample material continued during the
quarter, and overall the project is within budget and remains on schedule to
commission in the fourth quarter of 2003.

A joint venture agreement has been signed with POSCO of South Korea for the
development of the 'C Deposit' section of Mining Area C, whereby POSCO will take
a 20 per cent interest in the deposit.



Products & Capacity Expansion Project (PACE), Australia (BHP Billiton 85%)

The project provides for the upgrade of the BHP Billiton rail and port
facilities in a staged process to meet forecast increase in sales of iron ore
over the next decade. The approvals cover the first stage of PACE, which will
increase capacity to 81Mtpa by 2004. Further stages will provide for capacity
levels to exceed 90 Mtpa. The estimated capital cost for Stage 1 is US$351
million (BHP Billiton share US$299 million).


Detailed engineering is nearing completion and construction work has commenced
on site. The project is within budget and remains on schedule to commission in
the second quarter of 2004.



Energy Coal

Mount Arthur North, Australia

The Mount Arthur North Mine will be capable of producing up to 15 million tonnes
of raw thermal coal per annum when full production is achieved in 2006. The
project is proceeding to schedule with mining activites now managed by
operations. In accordance with contracted commitments, deliveries to Macquarie
Generation have commenced. In December 2002 the coal handling plant was
commissioned and throughput ramp up has started. The coal preparation plant and
export facilities are progressing well. Forecast cost to completion is within
the approved budget of US$411 million.



San Juan Underground, USA

San Juan Underground completed the project start up phase by the end of the
calendar year and is now operational. Project capital spending closed at the end
of the year, US$3 million under the approved budget of US$146 million. The
longwall came on line in October and is expected to ramp up to full capacity by
March 2003. Longwall operations are ramping up as scheduled, and produced
372,000 tonnes in December.


PETROLEUM EXPLORATION

Exploration and appraisal wells drilled during the quarter or in the process of
drilling as at 31 December 2002.

WELL                         LOCATION                     BHP Billiton EQUITY          STATUS

Kansas-1                     Gulf of Mexico,              22% BHP Billiton; Marathon   Well reached total depth. Plugged
                             Atwater Valley 489           Operator                     and abandoned.

Shenzi-1                     Gulf of Mexico,              44% BHP Billiton             Significant hydrocarbon
                             Green Canyon 654             Operator                     discovery. For further
                                                                                       information see News Release of
                                                                                       19 November 2002.

Vortex-1                     Gulf of Mexico,              33.3% BHP Billiton;          Gas discovery. BHP Billiton will
                             Atwater Valley 261           Kerr McGee well operator     operate all future activity. For
                                                                                       further information see News
                                                                                       Release of 5 December 2002.

Neptune-4*                   Gulf of Mexico,              50% BHP Billiton; Operator   The well has been plugged and
                             Atwater Valley 573                                        abandoned. Non commercial.



Whitetail-1*                 Western Australia, Offshore  16.6% BHP Billiton; Woodside The well has been plugged and
                             Beagle Sub-Basin, WA296      well operator                abandoned.

Atlantis-6                   Gulf of Mexico,              44% BHP Billiton;            Drilling ahead.
                             Green Canyon 743             BP operator

*Drilling completed in March Quarter 2003.





MINERALS EXPLORATION


The exploration group of BHP Billiton Minerals continued to pursue global
exploration opportunities for key commodities of interest to the group utilising
both the Junior Alliance Program and in house generative capabilities. This has
lead to continued growth and diversification in the exploration portfolio and
increased quality exploration opportunities.


The three BHP Billiton FALCON(TM) airborne gravity platforms were active in 
flying projects for both BHP Billiton and its partner companies in Australia, 
South America and Africa.



Expenditure

Information related exploration expenditure will be included in the BHP Billiton
half year results results, to be released on 24 February 2003.



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

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