Rule 8.3- BAE SYSTEMS PLC

RNS Number:2166B
Fidelity International Ltd
07 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                     6 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                215,949,270 (6.71%)
                  
(2) Derivatives (other than options)                    

(3) Options and agreements to purchase/sell                    

Total                                  215,949,270 (6.71%)

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                95,000                    4.3077 GBP/SHARE
SELL                22,700                    4.3000 GBP/SHARE
SELL                4,600                     4.3100 GBP/SHARE
BUY                 73,000                    4.3071 GBP/SHARE
BUY                 225,700                   4.3032 GBP/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                                            07 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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