FORM 8.5 (EPT/NON-RI) - Amendment

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 relevant securities this form relates: Use a separate form for each offeror/offeree		GLENCORE INTL PLC
(c) Name of the party to the offer with which exempt principal trader is connected:		Advisor to Offeree
(d) Date position held/dealing undertaken:		3 JULY 2012
(e) Has the EPT previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?		YES: 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:		7,336,035		0.11%		17,554,236		0.25%
(2)		Derivatives (other than
		options):		14,391,469		0.21%		4,558,119		0.07%
(3)		Options and agreements to
		purchase/sell:		1,590,000		0.02%		2,075,900		0.03%
(4)		TOTAL:
				23,317,504		0.34%		24,188,255		0.35%
Class of relevant security:				Convertible Bond XS0475310396
				Interests				Short Positions
				Number		(%)		Number		(%)
(1)		Relevant securities owned
		and/or controlled:		3,000,000		0.13%		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:
				3,000,000		0.13%		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

(a)		Purchases and sales
Class of relevant		Purchase/sale		Number of		Price per unit
security				securities
Convertible Bond		Sale		900,000		114.6250 USD
ORD		Purchase		674		2.9998 GBP
ORD		Purchase		1,600		36.5000 HKD
ORD		Purchase		1,800		36.4500 HKD
ORD		Purchase		2,216		3.0015 GBP
ORD		Purchase		3,931		3.0042 GBP
ORD		Purchase		18,496		3.0103 GBP
ORD		Purchase		21,156		2.9967 GBP
ORD		Purchase		36,800		36.7039 HKD
ORD		Purchase		37,491		3.0112 GBP
ORD		Purchase		37,707		2.9969 GBP
ORD		Purchase		56,645		2.9936 GBP
ORD		Purchase		63,958		3.0227 GBP
ORD		Purchase		100,000		2.9952 GBP
ORD		Purchase		101,960		2.9972 GBP
ORD		Purchase		139,456		3.0270 GBP
ORD		Purchase		186,804		3.0071 GBP
ORD		Purchase		197,446		2.9997 GBP
ORD		Purchase		250,000		36.6329 HKD
ORD		Purchase		260,309		3.0160 GBP
ORD		Purchase		528,313		3.0188 GBP
ORD		Purchase		1,120,707		3.0163 GBP
ORD		Purchase		3,500		36.5271 HKD
ORD		Purchase		431,339		2.9936 GBP
ORD		Sale		216		3.0050 GBP
ORD		Sale		1,290		3.0111 GBP
ORD		Sale		1,500		2.9935 GBP
ORD		Sale		2,076		2.9984 GBP
ORD		Sale		2,089		3.0375 GBP
ORD		Sale		2,216		3.0016 GBP
ORD		Sale		2,486		3.0285 GBP
ORD		Sale		3,600		36.7500 HKD
ORD		Sale		4,033		2.9981 GBP
ORD		Sale		4,800		36.8000 HKD
ORD		Sale		4,800		36.9500 HKD
ORD		Sale		7,861		3.0063 GBP
ORD		Sale		8,000		36.4500 HKD
ORD		Sale		13,648		2.9983 GBP
ORD		Sale		14,276		2.9987 GBP
ORD		Sale		14,894		2.9959 GBP
ORD		Sale		15,200		36.6500 HKD
ORD		Sale		16,872		3.0177 GBP
ORD		Sale		21,156		2.9967 GBP
ORD		Sale		31,200		36.5000 HKD
ORD		Sale		32,995		3.0082 GBP
ORD		Sale		40,999		3.0075 GBP
ORD		Sale		53,000		36.6000 HKD
ORD		Sale		59,192		3.0043 GBP
ORD		Sale		62,327		3.0156 GBP
ORD		Sale		105,368		3.0107 GBP
ORD		Sale		124,000		36.5500 HKD
ORD		Sale		243,562		3.0101 GBP
ORD		Sale		253,601		3.0097 GBP
ORD		Sale		1,476,000		3.0263 GBP

(b) Derivatives transactions (other than options)

Class of		Product		Nature of dealing		Number of		Price per
relevant		description				reference		unit
security						securities
ORD		SWAP		Long		681		2.9959 GBP
ORD		SWAP		Long		2,700		3.0211 GBP
ORD		CFD		Long		3,300		3.0019 GBP
ORD		CFD		Long		4,033		2.9981 GBP
ORD		CFD		Long		11,968		3.0043 GBP
ORD		CFD		Long		78,596		2.9999 GBP
ORD		CFD		Long		207,800		36.5060 HKD
ORD		CFD		Long		242,398		3.0138 GBP
ORD		CFD		Short		3,400		36.5172 HKD
ORD		CFD		Short		3,500		36.5270 HKD
ORD		CFD		Short		14,530		3.0081 GBP
ORD		SWAP		Short		37,491		3.0112 GBP
ORD		CFD		Short		57,307		3.0215 GBP
ORD		CFD		Short		100,000		2.9952 GBP
ORD		CFD		Short		197,446		2.9997 GBP
ORD		CFD		Short		207,700		2.9960 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?

YES

Date of disclosure:		5 July 2012
Contact name:		Geoff Smith
Telephone number:		020 7116 2913

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.

SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

DETAILS OF OPEN OPTION AND DERIVATIVE POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the "Code")

1. KEY INFORMATION

Identity of person whose open positions are being disclosed:		BARCLAYS CAPITAL SECURITIES LTD
Name of offeror/offeree in relation to whose relevant securities the disclosure relates:		GLENCORE INTL PLC

2. OPTIONS AND DERIVATIVES

Class

Product

Writing,

Number

Exercise

Type

Expiry

of

description

purchasing,

of

price

date

relevant

selling,

securities

per unit

security

varying etc

to which

option

relates

ORD

Call Options

Purchased

380,000

4.0000

European

25 Jul 2012

ORD

Put Options

Purchased

1,000,000

3.2000

American

5 Jul 2012

ORD

Put Options

Written

-1,000,000

4.8000

American

5 Jul 2012

ORD

Call Options

Purchased

210,000

3.1000

American

5 Jul 2012

ORD

Call Options

Written

-75,900

4.3890

European

6 Jul 2012

ORD

Call Options

Written

-1,000,000

4.8000

American

5 Jul 2012

3. AGREEMENTS TO PURCHASE OR SELL ETC.

Full details should be given so that the nature of the interest or position can be fully understood:

It is not necessary to provide details on a Supplemental Form (Open Positions) with regard to contracts for differences ("CFDs") or spread bets.

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

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.

Copyright Business Wire 2012

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