Financial statements

Note 39 - PRINCIPAL ASSOCIATES

**At 31 December 2008**
Company and country of incorporation/operation	Principal activities	Number of shares held	Class of shares held	Proportion of class held %		Group interest %
Brazil
Mineração Rio do Norte SA (a)	Bauxite mining	25,000,000 47,000,000	Ordinary Preferred	12.5 11.8	}	12.0
Cameroon
Compagnie Camerounaise de l'Aluminum	Aluminium smelting	1,623,127	XAF	46.7		46.7
Canada
Ivanhoe Mines Ltd (b)	Copper and gold mining	37,333,655	Common	9.95		9.95
South Africa
Tisand (Pty) Limited	Ilmenite, rutile and zircon mining	7,353,675	R1	49.0		50.0


Notes	Expand
Mineração Rio do Norte SA is accounted for as an associated company because the Group has significant influence through representation on its Board of Directors. Ivanhoe Mines Ltd is accounted for as an associated company because the Group has significant influence through representation on its Board of Directors and participation in the technical committee that will be responsible for its Oyu Tolgoi project. Rio Tinto has the ability to increase progressively its stake to 43 per cent over the next four years at predetermined prices involving an additional investment of US$1.5 billion. On 5 March 2008, the Group completed the sale of its interest in the Cortez gold mine (previously in the Copper product group) for a sales price which included cash consideration of US$1,695 million. The Group will benefit from a deferred bonus payment in the event of a significant discovery of additional reserves and resources at the Cortez mine and also will retain a contingent royalty interest in the future production of the property. See note 41. The Group's principal associates are held by intermediate holding companies and not directly by Rio Tinto plc or Rio Tinto Limited. The Group comprises a large number of operations and it is not practical to include all of them in this list. The list therefore only includes those associates that have a more significant impact on the profit or operating assets of the Group. With the exception of Ivanhoe Mines Ltd, the core assets of which are located in Mongolia, all associates operate mainly in the countries in which they are incorporated.

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