Rule 8.3- (BAE Systems)

RNS Number:4934B
HSBC Investments (UK) Limited
13 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)                             HSBC Investments
                                                            (UK) Ltd

Company dealt in                                            BAE Systems Plc

Class of relevant security to which the dealings being      Ord 2.5p
disclosed relate (Note 2)

Date of dealing                                             12th 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                       73,766,938 2.29
(2) Derivatives (other than options)          Zero                 Zero
(3) Options and agreements to purchase/sell   Zero                 Zero
                                      Total   73,766,938 2.29%        Zero

(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       Zero           Zero

(c) Rights to subscribe (Note 3)

Class of relevant security:                                  Details
None                                                         None



3. DEALINGS (Note 4)

(a) Purchases and sales

Purchase/sale     Number of securities          Price per unit (Note 5)

Sale              400,000                       4.13

(b) Derivatives transactions (other than options)

Product      Long/short        Number of securities     Price per unit 
name,        (Note 6)          (Note 7)                 (Note 5)
e.g. CFD

n/a          n/a                n/a                        n/a


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

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

n/a      n/a          n/a               n/a        n/a        n/a      n/a

(ii) Exercising

Product name, e.g. call      Number of            Exercise price per unit 
option                       securities           (Note 5)

n/a                          n/a                  n/a

(d) Other dealings (including new securities) (Note 4)

Nature of transaction (Note 8) Details   Price per unit (if applicable) (Note 5)

n/a                            n/a       n/a








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.
none

Is a Supplemental Form 8 attached? (Note 9)                     NO

Date of disclosure                                              13th April 2006

Contact name                                                    Joanna C Lyall

Telephone number                                                0207 024 1026

If a connected EFM, name of offeree/offeror with which          Not connected
connected

If a connected EFM, state nature of connection (Note 10)        Not connected


Notes

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




                      This information is provided by RNS
            The company news service from the London Stock Exchange

END
RETSFUSUDSMSELL