Holding(s) in Company

Babcock International Group PLC
7 March 2003

                  DEALINGS BY SUBSTANTIAL SHAREHOLDERS


1)   NAME OF COMPANY

     BABCOCK INTERNATIONAL GROUP PLC

2)   NAME OF SHAREHOLDER HAVING A MAJOR INTEREST

      ZURICH FINANCIAL SERVICES

3)   Please state whether notification indicates that it is in respect of 
     holding of the Shareholder named in 2 above or in respect of a 
     non-beneficial interest or in the case of an individual holder if it is a
     holding of that person's spouse or children under the age of 18

      NOTIFICATION OF SHAREHOLDER NAMED IN 2 ABOVE AND ITS GROUP

4)   Name of the registered holder(s) and, if more than one holder, the 
     number of shares held by each of them.

      LITTLEDOWN NOMINEES LIMITED

      A/C NO. 05577:   389,965 SHARES
      A/C NO. 05576: 6,071,478 SHARES
      A/C NO. 07197: 1,000,000 SHARES
      A/C NO. 21667:   555,000 SHARES
      A/C NO. 07203:   600,000 SHARES

5)   Number of shares/amount of stock acquired.



6)   ( N/A %) of issued Class

7)   Number of shares/amount of stock disposed

      625,000

8)   ( 0.42%) of issued Class

9)   Class of security

     60P ORDINARY SHARES

10)  Date of transaction

      4 MARCH 2003

11)  Date company informed

      5 MARCH 2003

12)  Total holding following this notification

      8,616 443
               
13)  Total percentage holding of issued class following this notification

      5.82%

14)  Any additional information



15)  Name of contact and telephone number for queries

     MR R. MARTIN - 0207 291 5029

16)  Name and signature of authorised company official responsible for 
     making this notification

     Date of Notification 7 MARCH 03





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