AMENDMENT

FORM 8.5 (EPT/NON-RI)

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY AN

EXEMPT PRINCIPAL TRADER WITHOUT RECOGNISED INTERMEDIARY ("RI") STATUS (OR WHERE RI STATUS IS NOT APPLICABLE)

Rule 8.5 of the Takeover Code (the "Code")

1. KEY INFORMATION

(a) Name of exempt principal trader: BARCLAYS CAPITAL SECURITIES LTD
(b) Name of offeror/offeree in relation to whose GLENCORE INTL PLC
relevant securities this form relates:
(c) Name of the party to the offer with which exempt Advisor to Offeree
principal trader is connected
(d) Date position held/dealing undertaken: 8 April 2013
(e) Has the EPT previously disclosed, or is it YES:
today disclosing, under the Code in respect
of any other party to this offer? XSTRATA PLC

2. POSITIONS OF THE EXEMPT PRINCIPAL TRADER

(a) Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

Class of relevant security: ORD
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 4,487,081 0.06% 42,921,120 0.60%
(2) Derivatives (other than
options): 38,212,387 0.54% 2,428,752 0.03%
(3) Options and agreements to
purchase/sell: 0 0.00% 0 0.00%
(4) TOTAL:
42,699,468 0.60% 45,349,872 0.64%
Class of relevant security: Convertible Bond XS0475310396
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 4,100,000 0.18% 0 0.00%
(2) Derivatives (other than
options): 0 0.00% 0 0.00%
(3) Options and agreements to
purchase/sell: 0 0.00% 0 0.00%
(4) TOTAL:
4,100,000 0.18% 0 0.00%

All interests and all short positions should be disclosed.

Details of any open derivative or option positions, or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

(b) Rights to subscribe for new securities (including directors' and other executive options)

Class of relevant security in relation to which subscription right exists:
Details, including nature of the rights concerned and relevant percentages:

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

3. DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER

(a) Purchases and sales

Class of relevant Purchase/sale Number of Price per unit
security securities
ORD Purchase 100 40.2500 HKD
ORD Purchase 400 41.0000 HKD
ORD Purchase 751 3.4179 GBP
ORD Purchase 894 3.4040 GBP
ORD Purchase 900 40.9500 HKD
ORD Purchase 1,700 40.4000 HKD
ORD Purchase 2,000 40.5000 HKD
ORD Purchase 3,300 40.6666 HKD
ORD Purchase 4,123 3.4172 GBP
ORD Purchase 4,363 3.4265 GBP
ORD Purchase 8,950 3.4129 GBP
ORD Purchase 11,951 3.4142 GBP
ORD Purchase 14,191 3.4166 GBP
ORD Purchase 21,798 3.4177 GBP
ORD Purchase 34,946 3.4152 GBP
ORD Purchase 41,000 3.4265 GBP
ORD Purchase 78,559 3.4204 GBP
ORD Purchase 78,752 3.4078 GBP
ORD Purchase 85,680 3.3974 GBP
ORD Purchase 85,760 3.4173 GBP
ORD Purchase 86,682 3.4135 GBP
ORD Purchase 94,251 3.4265 GBP
ORD Purchase 113,252 3.4140 GBP
ORD Purchase 131,108 3.4161 GBP
ORD Purchase 215,399 3.4165 GBP
ORD Sale 100 40.2500 HKD
ORD Sale 390 3.4402 GBP
ORD Sale 849 3.4019 GBP
ORD Sale 1,000 40.4500 HKD
ORD Sale 1,000 40.6000 HKD
ORD Sale 1,128 3.4078 GBP
ORD Sale 1,141 3.3950 GBP
ORD Sale 2,000 40.6500 HKD
ORD Sale 3,199 3.4087 GBP
ORD Sale 4,000 40.8000 HKD
ORD Sale 4,200 3.4129 GBP
ORD Sale 5,100 40.5803 HKD
ORD Sale 7,000 3.4135 GBP
ORD Sale 9,131 3.4077 GBP
ORD Sale 10,236 3.4044 GBP
ORD Sale 10,426 3.4143 GBP
ORD Sale 15,000 41.0000 HKD
ORD Sale 16,500 3.4178 GBP
ORD Sale 24,870 3.4207 GBP
ORD Sale 33,705 3.4234 GBP
ORD Sale 65,600 3.4170 GBP
ORD Sale 98,208 3.4180 GBP
ORD Sale 113,964 3.4179 GBP
ORD Sale 148,524 3.4265 GBP
ORD Sale 183,123 3.4173 GBP
ORD Sale 245,292 3.4107 GBP
ORD (traded as ADR) Purchase 1,200 10.4400 USD
ORD (traded as ADR) Sale 1,200 10.4400 USD

(b) Derivatives transactions (other than options)

Class of Product Nature of dealing Number of Price per
relevant description reference unit
security securities
ORD CFD Long 100 40.1919 HKD
ORD SWAP Long 15,250 3.4261 GBP
ORD CFD Long 19,700 40.8823 HKD
ORD CFD Long 46,832 3.4326 GBP
ORD CFD Long 94,525 3.3978 GBP
ORD CFD Long 150,459 3.4142 GBP
ORD SWAP Short 500 3.3880 GBP
ORD CFD Short 9,884 3.4179 GBP
ORD CFD Short 20,900 3.4167 GBP
ORD CFD Short 37,408 3.4077 GBP
ORD CFD Short 41,344 3.4078 GBP
ORD CFD Short 265,087 3.4180 GBP

(c) Options transactions in respect of existing securities

(i) Writing, selling, purchasing or varying

Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type

e.g. American, European etc.

Expiry date Option money paid/ received per unit

(ii) Exercising

Class of relevant security Product description

e.g. call option

Number of securities Exercise price per unit

(d) Other dealings (including subscribing for new securities)

Class of relevant security Nature of dealing

e.g. subscription, conversion

Details Price per unit (if applicable)

The currency of all prices and other monetary amounts should be stated.

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

4. OTHER INFORMATION

(a) Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the exempt principal trader making the disclosure and any party to the offer or any person acting in concert with a party to the offer:

If there are no such agreements, arrangements or understandings, state "none"

NONE

(b) Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the exempt principal trader making the disclosure and any other person relating to:

(i) the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state "none"

NONE

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached? NO
Date of disclosure: 10 Apr 2013
Contact name: Geoff Smith
Telephone number: 0203 555 4632

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at monitoring@disclosure.org.uk. The Panel's Market Surveillance Unit is available for consultation in relation to the Code's dealing disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

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