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: 2 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: 3,864,870 0.05% 39,677,221 0.56%
(2) Derivatives (other than
options): 39,114,048 0.55% 2,318,731 0.03%
(3) Options and agreements to
purchase/sell: 0 0.00% 0 0.00%
(4) TOTAL:
42,978,918 0.61% 41,995,952 0.59%
Class of relevant security: Convertible Bond XS0475310396
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 3,200,000 0.14% 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:
3,200,000 0.14% 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
Convertible Bond Purchase 500,000 125.6000 USD
ORD Purchase 146 3.7686 GBP
ORD Purchase 600 44.8500 HKD
ORD Purchase 700 44.8000 HKD
ORD Purchase 2,300 3.6361 GBP
ORD Purchase 3,700 44.9500 HKD
ORD Purchase 4,048 3.6448 GBP
ORD Purchase 7,715 3.7452 GBP
ORD Purchase 11,734 3.6397 GBP
ORD Purchase 14,600 44.9000 HKD
ORD Purchase 30,249 3.7417 GBP
ORD Purchase 42,853 3.7651 GBP
ORD Purchase 44,002 3.7473 GBP
ORD Purchase 47,331 3.6773 GBP
ORD Purchase 75,641 3.7507 GBP
ORD Purchase 104,216 3.6938 GBP
ORD Purchase 229,671 3.7486 GBP
ORD Purchase 399,674 3.6971 GBP
ORD Purchase 705,913 3.7520 GBP
ORD Sale 36 3.7735 GBP
ORD Sale 74 3.7695 GBP
ORD Sale 100 45.0500 HKD
ORD Sale 1,592 3.7205 GBP
ORD Sale 2,004 3.7480 GBP
ORD Sale 3,448 3.6711 GBP
ORD Sale 4,042 3.7670 GBP
ORD Sale 4,900 3.7491 GBP
ORD Sale 11,474 3.7109 GBP
ORD Sale 11,734 3.6398 GBP
ORD Sale 14,666 3.7366 GBP
ORD Sale 15,000 3.7782 GBP
ORD Sale 19,600 44.9043 HKD
ORD Sale 25,860 3.7259 GBP
ORD Sale 29,770 3.7144 GBP
ORD Sale 30,000 3.7449 GBP
ORD Sale 41,990 3.7369 GBP
ORD Sale 92,492 3.6767 GBP
ORD Sale 95,450 3.7359 GBP
ORD Sale 151,371 3.7343 GBP
ORD Sale 200,093 3.7183 GBP
ORD Sale 225,012 3.7096 GBP
ORD Sale 255,000 3.7621 GBP
ORD Sale 298,279 3.7680 GBP
ORD (traded as ADR) Purchase 800 12.2700 USD
ORD (traded as ADR) Sale 800 12.2700 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 44.9881 HKD
ORD SWAP Long 3,800 3.7485 GBP
ORD CFD Long 5,498 3.6056 GBP
ORD CFD Long 8,400 3.5788 GBP
ORD CFD Long 11,929 3.7676 GBP
ORD SWAP Long 19,566 3.7397 GBP
ORD CFD Long 31,935 3.6504 GBP
ORD CFD Long 49,010 3.6399 GBP
ORD CFD Long 169,205 3.7503 GBP
ORD CFD Long 314,665 3.5130 GBP
ORD CFD Short 200 3.7763 GBP
ORD CFD Short 7,994 3.6617 GBP
ORD SWAP Short 104,216 3.6938 GBP
ORD CFD Short 314,665 3.5130 GBP
ORD CFD Short 397,828 3.6971 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:

3 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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