Palabora Mining Company

Rio Tinto PLC
29 July 2003


Rio Tinto's 49.2 per cent owned subsidiary, Palabora Mining Company, issued the
following news release in Johannesburg.



Palabora Mining Company Rights Offer



1.       Introduction

Shareholders are referred to previous communications relating to the financing
requirements of the company and are advised that the board of directors has
resolved to raise additional capital by way of a rights offer of floating rate
partially subordinated unsecured redeemable convertible debentures ('convertible
debentures') to shareholders of the company ('the rights offer').  Subject to
South African Reserve Bank and other regulatory approvals, the rights offer will
be underwritten by the company's major beneficial shareholder, Rio Tinto plc,
and sub-underwritten by Anglo American plc, through their nominated
subsidiaries.



2.       The purpose of the rights offer

The purpose of the rights offer is to raise approximately R849 million (before
expenses), which will be utilised to service existing debt commitments as well
as to allow completion of the underground project and other fixed capital
commitments, including enhancements to various plants.



3.       Salient dates relating to the rights offer

The last day to trade in order to participate in the rights offer will be
Friday, 15 August 2003.



Shareholders who are recorded in the company's share register at the close of
business on Friday, 22 August 2003, will be entitled to participate in the
rights offer.



4.       Salient features of the rights offer


Number of convertible debentures to                  849 465
be offered:

Ratio of entitlement:                                3 convertible debentures for every 100 ordinary
                                                     shares held on the record date

Rights offer price per convertible debenture:        R1 000

Interest payments:                                   Semi annual interest payments in arrears at an
                                                     interest rate of six month JIBAR plus 5%

Conversion:                                          Convertible into 33.33333 ordinary shares per
                                                     debenture after the second anniversary of the issue
                                                     date but before the final maturity date at the
                                                     option of the debenture holder provided that no
                                                     redemption notice has been issued.

Redemption:                                          Redeemable at par in whole (to the extent that
                                                     conversion has not taken place) but not in part at
                                                     the option of the company at any time after the
                                                     first anniversary of issue.  The company shall fully
                                                     redeem at par all outstanding convertible debentures
                                                     on the third anniversary of the issue.



5.       Conditions precedent

The rights offer is conditional upon, inter alia:

-          the granting by the JSE Securities Exchange South Africa of listings
for the letters of allocation pertaining to the convertible debentures and the
convertible debentures to be issued pursuant to the rights offer;

-          the registration by the Registrar of Companies of all documents
required in respect of the rights offer; and

-          the underwriting agreement becoming irrevocable.



6.       Further announcement

A further announcement setting out the finalisation information relating to the
rights offer will be published on or about Friday, 8 August 2003.





For further information, please contact:

LONDON                                               AUSTRALIA

Media Relations                                      Media Relations
Lisa Cullimore                                       Ian Head
Office:  [phone]                        Office:  [phone]
Mobile: [phone]                         Mobile: [phone]

Investor Relations                                   Investor Relations

Peter Cunningham                                     Dave Skinner
Office:  [phone]                        Office:  [phone]
Mobile: [phone]                         Mobile: [phone]
Richard Brimelow                                     Daphne Morros
Office:  [phone]                        Office:  [phone]
Mobile: [phone]                         Mobile: [phone]

Website: www.riotinto.com


                      This information is provided by RNS
            The company news service from the London Stock Exchange