Rio Tinto Finance (USA) Limited Announces Cash Tender Offer for Any and All of the Outstanding 5.875 Per Cent Notes Due July 15, 2013 Issued by Rio Tinto Finance (USA) Limited and Guaranteed by Rio Tinto plc and Rio Tinto Limited

Rio Tinto Finance (USA) Limited announced today that it has commenced an
offer to purchase for cash (the 'Tender Offer?) any and all of its
5.875% Notes due July 15, 2013 (the '2013 Notes?), of which $2.5 billion
in aggregate principal amount is outstanding. The 2013 Notes are
guaranteed by Rio Tinto plc and Rio Tinto Limited.

The terms and conditions of the Tender Offer are described in the Offer
to Purchase dated October 20, 2010 (the 'Offer to Purchase?), and the
related Letter of Transmittal (the 'Letter of Transmittal?) to be
distributed to holders of the 2013 Notes. The following table sets forth
certain terms of the Tender Offer:

The Tender Offer is scheduled to expire at 9:00AM, New York City
time, on October 27, 2010, unless extended (the 'Expiration Date?).
Holders must validly tender and not validly withdraw their 2013 Notes
before the Expiration Date to be eligible to receive the Tender
Consideration as described below.

The Tender Consideration for each $1,000 principal amount of 2013 Notes
validly tendered and accepted for purchase pursuant to the Tender Offer
will be determined in the manner described in the Offer to Purchase by
reference to a fixed spread over the yield based on the bid-side price
of the U.S. Treasury Security specified on the cover page of the Offer
to Purchase, as calculated by Morgan Stanley & Co. Incorporated, Credit
Suisse Securities (USA) LLC, BNP Paribas Securities Corp., Credit
Agricole Securities (USA) Inc., HSBC Securities (USA) Inc., ANZ
Securities, Inc. and Mitsubishi UFJ Securities (USA), Inc. (the 'Dealer
Managers?) at 2:00 p.m., New York City time, on October 26, 2010.
Holders will also receive accrued and unpaid interest up to, but
excluding, the payment date for 2013 Notes purchased pursuant to the
Tender Offer.

The tender offeris subject to the satisfaction or waiver of
certain conditions set forth in the Offer to Purchase, including, among
other things, the consummation by Rio Tinto Finance (USA) Limited of an
offering of its senior notes on terms reasonably satisfactory to it, as
described in the Offer to Purchase.

Rio Tinto has retained Morgan Stanley & Co. Incorporated to act as
Global Coordinator and Lead Dealer Manager, Credit Suisse Securities
(USA) LLC, BNP Paribas Securities Corp., Credit Agricole Securities
(USA) Inc. and HSBC Securities (USA) Inc. to act as Lead Dealer
Managers, ANZ Securities, Inc. and Mitsubishi UFJ Securities (USA), Inc.
to act as Co-Dealer Managers and D.F. King & Co., Inc. to act as
Depositary and Information Agent in connection with the Tender Offer.

Requests for documents may be directed to D.F. King & Co., Inc. by
telephone at (888) 290-6427 or in writing at 48 Wall Street, New York,
New York 10005. Questions regarding the Tender Offer may be directed to
either of Morgan Stanley & Co. Incorporated at (800) 624-1808 and Credit
Suisse Securities (USA) LLC at (800) 820-1653.

No offer to purchase any securities is being made pursuant to this press
release. Neither this press release nor the Offer to Purchase and
accompanying Letter of Transmittal constitutes an offer to purchase in
any jurisdiction in which, or to or from any person to or from whom, it
is unlawful to make such offer under applicable securities laws and
tenders of 2013 Notes pursuant to the Tender Offer will not be accepted
from holders thereof in any jurisdiction where such invitation or tender
is unlawful.

The distribution of this press release, the Offer to Purchase and the
Letter of Transmittal in certain jurisdictions may be restricted by law.
Persons into whose possession this press release and/or the Offer to
Purchase and accompanying Letter of Transmittal comes are required to
inform themselves about, and to observe, any such restrictions.

DISCLOSURE NOTICE: Some statements in this release may constitute
forward-looking statements. These forward-looking statements are subject
to risks and uncertainties that may cause actual results to differ
materially from those indicated in the forward-looking statements. A
description of risks and uncertainties can be found in the Annual Report
on Form 20-F of Rio Tinto plc and Rio Tinto Limited and their other
public filings and press releases. Except as required by law, none of
Rio Tinto Finance (USA) Limited, Rio Tinto plc or Rio Tinto Limited
assumes any obligation to update any forward-looking statements
contained in this release as a result of new information or future
events or developments.

About Rio Tinto

Rio Tinto is a leading international mining group headquartered in the
UK, combining Rio  Tinto plc, a London and NYSE listed company, and Rio
Tinto Limited, which is listed on the Australian Securities Exchange.

Rio Tinto's business is finding, mining, and processing mineral
resources. Major products are aluminium, copper, diamonds, energy (coal
and uranium), gold, industrial minerals (borax, titanium dioxide, salt,
talc) and iron ore. Activities span the world but are strongly
represented in Australia and North America with significant businesses
in South America, Asia, Europe and southern Africa.

Website: www.riotinto.com

Email:
media.enquiries@riotinto.com
/ enquiries.mediaaustralia@riotinto.com

High resolution photographs and media pack available at: http://www.riotinto.com/media

Rio Tinto

For further information, please contact:

Media
Relations, EMEA / Americas

Tony Shaffer

Office: +44 (0) 20
7781 1138

Mobile: +44 (0) 7920 041 003

or

Christina Mills

Office:
+44 (0) 20 7781 1154

Mobile: +44 (0) 7825 275 605

or

Media
Relations, Canada

Bryan Tucker

Office: +1 (0) 514 848 8151

Mobile:
+1 (0) 514 825 8319

or

Investor Relations, London

Mark
Shannon

Office: +44 (0) 20 7781 1178

Mobile: +44 (0) 7917
576597

or

David Ovington

Office: +44 (0) 20 7781 2051

Mobile:
+44 (0) 7920 010 978

or

Investor Relations, North America

Jason
Combes

Office: +1 (0) 801 204 2919

Mobile: +1 (0) 801 558 2645

or

Media
Relations, Australia / Asia

David Luff

Office: +61 (0) 3
9283 3620

Mobile: +61 (0) 0419 850 205

or

Karen Halbert

Office:
+61 (0) 3 9283 3627

Mobile: +61 (0) 412 119 389

or

Bruce
Tobin

Office: +61 (0) 3 9283 3612

Mobile: +61 (0) 419 103 454

or

Investor
Relations, Australia

Dave Skinner

Office: +61 (0) 3 9283
3628

Mobile: +61 (0) 408 335 309

or

Simon Ellinor

Office:
+61 (0) 7 3361 4365

Mobile: +61 (0) 439 102 811