Form 8.3 - BABCOCK INTERNATIONAL GROUP

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        BARCLAYS PLC
(Note 1)
Company dealt in              BABCOCK INTERNATIONAL GROUP
Class of relevant security    ORD GBP0.60
to which the dealings being
disclosed relate (Note 2)
Date of dealing               16 April 2010


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       1,639,077     0.71%      1,119,980     0.49%
securities
(2) Derivatives    1,113,571     0.48%        236,626     0.10%
(other than
options)
(3) Options and            0     0.00%              0     0.00%
agreements to
purchase/sell
Total              2,752,648     1.20%      1,356,606     0.59%


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

Class of                    Long                     Short
relevant
security:

                  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
                                   (GBP)
Purchase      300                  6.0550
Purchase      12,160               6.1127
Purchase      10,952               6.0502
Purchase      8,040                6.0707
Purchase      3,530                6.0995
Purchase      3,292                6.0879
Purchase      51,386               6.0679
Purchase      673                  6.1100
Purchase      198                  6.0508
Sale          2,380                6.0500
Sale          666                  6.0850
Sale          703                  6.0950
Sale          1,099                6.0904
Sale          1,358                6.1099
Sale          2,035                6.0800
Sale          2,736                6.1000
Sale          51,116               6.0696
Sale          1,860                6.1101


(b)  Derivatives transactions (other than options)
Product name,  Long/Short    Number of     Price per
(e.g. CFD)     (Note 6)      Securities    unit (GBP)
CFD            Long          2736          6.1
CFD            Short         198           6.0507
CFD            Short         12160         6.1126


(c)  Options transactions in respect of existing securities

(i)  Writing, selling, purchasing or varying

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



(ii) Exercising

Product name, e.g.  Number of           Exercise price per
call option         securities          unit (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
None

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                         19 April 2010
Contact name                               Geoff Smith
Telephone number                           020 7116 2913
If a connected EFM, name of
offeree/offeror with which connected
If a connected EFM, state nature of
connection (Note 10)