Rule 8.3- BAE SYSTEMS PLC

RNS Number:1187B
Fidelity International Ltd
06 April 2006


                                                                        FORM 8.3


    DEALINGS BY PERSONS WITH INTERESTS IN SECURITIES REPRESENTING 1% OR MORE
             (Rule 8.3 of the City Code on Takeovers and Mergers)
 
1.     KEY INFORMATION

Name of person dealing  (Note 1)     FMR CORP. AND/OR ONE OR MORE OF ITS DIRECT
                                     OR INDIRECT SUBSIDIARIES AND FIDELITY 
                                     INTERNATIONAL LIMITED AND/OR ONE OR MORE OF   
                                     ITS DIRECT AND INDIRECT SUBSIDIARIES

Company dealt in                     BAE SYSTEMS PLC

Class of relevant security           ORDINARY SHARES
to which the dealings 
being disclosed relate (Note 2)     

Date of dealing                      5 APRIL 2006
 

2.     INTERESTS, SHORT POSITIONS AND RIGHTS TO SUBSCRIBE
 
(a)    Interests and short positions (following dealing) in the class of 
       relevant security dealt in (Note 3)
 
                                               Long              Short     
                                               Number     (%)    Number     (%)

(1) Relevant securities                     215,781,070 (6.70%) 

(2) Derivatives (other than options)                    

(3) Options and agreements to purchase/sell                    

Total                    
                                           215,781,070  (6.70%)

ADDITIONAL DIFFERENCE IN TOTAL HOLDINGS IS DUE TO NON-MARKET TRANSACTION


(b)   Interests and short positions in relevant securities of the company,
      other than the class dealt in (Note 3)


Class of relevant security:                    Long              Short     
                                               Number     (%)    Number     (%)

(1) Relevant securities                     
(2) Derivatives (other than options)                    
(3) Options and agreements to purchase/sell                    
Total                    
 
(c)     Rights to subscribe (Note 3)
 
Class of relevant security:     Details

     

3.     DEALINGS (Note 4)
 
(a)     Purchases and sales
 
Purchase/sale      Number of securities     Price per unit (Note 5)

SELL                   1,500                    4.3575 GBP/SHARE
SELL                   7,200                    4.3879 GBP/SHARE
BUY                    1,227,200                4.3736 GBP/SHARE
BUY                    198,600                  4.4043 GBP/SHARE
BUY                    900                      31.1000 US$/SHARE
          
 
(b)     Derivatives transactions (other than options)
 
Product name,     Long/short     Number of securities     Price per unit 
e.g. CFD          (Note 6)       (Note 7)                 (Note 5)

               
(c)     Options transactions in respect of existing securities
(i)     Writing, selling, purchasing or varying


Product   Writing,       Number of    Exercise  Type, e.g.  Expiry  Option money
name,     selling,       securities   price     American,   date    paid/
e.g.      purchasing,    to which               European            received                
call      varying etc.   the option             etc.                per unit  
option                   relates                                    (Note 5) 
                         (Note 7) 

                             
 
 
(ii)     Exercising
 
Product name, e.g.     Number of securities      Exercise price per unit 
call option                                      (Note 5)
          
 
(d)     Other dealings (including new securities)(Note 4)
 
Nature of transaction      Details               Price per unit 
(Note 8)                                         (if applicable) (Note 5)
          

4.     OTHER INFORMATION

Agreements, arrangements or understandings relating to options or derivatives

Full details of any agreement, arrangement or understanding between the person
disclosing and any other person relating to the voting rights of any relevant
securities under any option referred to on this form or relating to the voting
rights or future acquisition or disposal of any relevant securities to which any
derivative referred to on this form is referenced.  If none, this should be
stated.




Is a Supplemental Form 8 attached? (Note 9)                  NO
 
 
Date of disclosure                                        06 APRIL 2006

Contact name                                              TERESA GARRY

Telephone number                                          01737 837092

If a connected EFM, name of 
offeree/offeror with which connected                         N/A

If a connected EFM, state nature of connection (Note 10)     N/A

Notes

The Notes on Form 8.3 can be viewed on the Takeover Panel's website at
www.thetakeoverpanel.org.uk 






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            The company news service from the London Stock Exchange

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