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: 23 January 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: 2,425,642 0.03% 43,675,877 0.62%
(2) Derivatives (other than
options): 42,007,543 0.59% 913,882 0.01%
(3) Options and agreements to
purchase/sell: 0 0.00% 0 0.00%
(4) TOTAL:
44,433,185 0.62% 44,589,759 0.63%
Class of relevant security: Convertible Bond XS0475310396
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 800,000 0.04% 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:
800,000 0.04% 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 235 3.8625 GBP
ORD Purchase 480 3.8375 GBP
ORD Purchase 500 47.2000 HKD
ORD Purchase 556 3.8601 GBP
ORD Purchase 700 47.4000 HKD
ORD Purchase 1,066 3.8549 GBP
ORD Purchase 1,900 47.1500 HKD
ORD Purchase 2,063 3.8748 GBP
ORD Purchase 4,700 47.3500 HKD
ORD Purchase 5,460 3.8450 GBP
ORD Purchase 7,074 Transfer
ORD Purchase 7,800 47.1000 HKD
ORD Purchase 13,884 3.8398 GBP
ORD Purchase 14,506 3.8511 GBP
ORD Purchase 21,203 3.8639 GBP
ORD Purchase 57,994 3.8547 GBP
ORD Purchase 67,836 3.8483 GBP
ORD Purchase 79,995 3.8524 GBP
ORD Purchase 115,943 3.8521 GBP
ORD Purchase 119,479 3.8531 GBP
ORD Purchase 153,415 3.8529 GBP
ORD Purchase 543,774 3.8522 GBP
ORD Purchase 1,060,263 3.8496 GBP
ORD Sale 500 47.4000 HKD
ORD Sale 947 3.8425 GBP
ORD Sale 1,675 3.8475 GBP
ORD Sale 1,700 3.8540 GBP
ORD Sale 2,063 3.8750 GBP
ORD Sale 2,633 3.8596 GBP
ORD Sale 6,802 3.8508 GBP
ORD Sale 8,615 3.8585 GBP
ORD Sale 11,482 3.8380 GBP
ORD Sale 15,600 47.1980 HKD
ORD Sale 18,489 3.8537 GBP
ORD Sale 20,149 3.8724 GBP
ORD Sale 34,036 3.8548 GBP
ORD Sale 34,760 3.8549 GBP
ORD Sale 83,837 3.8459 GBP
ORD Sale 111,505 3.8547 GBP
ORD Sale 114,461 3.8551 GBP
ORD Sale 167,750 3.8600 GBP
ORD Sale 1,841,845 3.8506 GBP

(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 500 47.3394 HKD
ORD CFD Long 1,675 3.8473 GBP
ORD CFD Long 4,999 3.8347 GBP
ORD CFD Long 6,257 3.8619 GBP
ORD CFD Long 13,892 3.8765 GBP
ORD CFD Long 167,750 3.8600 GBP
ORD CFD Short 656 3.8494 GBP
ORD SWAP Short 4,090 3.8475 GBP
ORD SWAP Short 22,337 3.8643 GBP
ORD CFD Short 13,708 3.8398 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:

25 Jan 2013

Contact name: Geoff Smith
Telephone number: 020 3555 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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