Rule 8.3 - BAA PLC

Please note attached amendments.

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              BAA PLC
Class of relevant security    ORD GBP 1.00
to which the dealings being
disclosed relate (Note 2)
Date of dealing               15 FEBRUARY 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         40,111,072    (3.73%)   1,924,532     (0.18%)
securities
(2) Derivatives         425,837    (0.04%)   1,232,248     (0.11%)
(other than
options)
(3) Options and               0    (0.00%)           0     (0.00%)
agreements to
purchase/sell
Total                40,536,909    (3.77%)   3,156,780     (0.29%)




(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:

2.625%               Number          (%)          Number     (%)
Convertible
bonds 19/08/2009

(1) Relevant       8,843,000       (2.08%)           0     (0.00%)
securities
(2) Derivatives            0       (0.00%)           0     (0.00%)
(other than
options)
(3) Options and            0       (0.00%)           0     (0.00%)
agreements to
purchase/sell
Total              8,843,000       (2.08%)           0     (0.00%)




(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      8,135                Transfer
Purchase      9,207                Transfer
Purchase      5,000                7.7500
Purchase      97,500               7.5200
Purchase      34,402               8.1078
Purchase      175,000              8.1800
Purchase      262,500              8.1800
Purchase      1,319                8.1008
Sale          6,750                8.1005
Sale          727                  8.0758
Sale          586                  8.0758
Sale          1,495                8.1158
Sale          1,040                8.0668
Sale          830                  8.0668
Sale          1,206                8.1158
Sale          3,279                8.0758
Sale          1,520                8.1005
Sale          4,613                8.0668
Sale          6,743                8.1158
Sale          1,220                8.1005
Sale          8,135                Transfer
Sale          3,210                8.1050
Sale          13,351               8.0850
Sale          53,264               8.1076
Sale          136,850              8.1198
Sale          8,146                8.1250
Sale          57,086               8.1634
Sale          120,000              8.1428
Sale          96,760               8.2276
Sale          1,335                8.0800
Sale          1,100                8.0700
Sale          250                  8.0900
Sale          50,000               8.2200
Sale          950                  8.2000
Sale          730                  8.1500

(b)  Derivatives transactions (other than options)

Product    Long/Short    Number of Securities  Price Per
name,      (Note 6)      (Note 7)              Unit (GBP)
e.g. CFD
CFD        Long          57,086                8.1634
CFD        Long          53,264                8.1076
CFD        Long          8,146                 8.1250
CFD        Long          120,000               8.1428
CFD        Long          96,760                8.2276
CFD        Short         34,402                8.1078
CFD        Short         262,500               8.1800
CFD        Short         175,000               8.1800
CFD        Long          26,331                8.2200

(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 (Note
                varying etc.      relates (Note 7)                                      5)


(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

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                         16 FEBRUARY 2006
Contact name                               BARCLAYS CORPORATE SECRETARIAT
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)


Notes

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



Attachment

Please note the following amendments to previous disclosures in BAA plc:

1.  Disclosure made on 09 February 2006

INTERESTS AND SHORT POSITIONS

(a)  Interests and short positions (following dealing) in the class of relevant
security dealt in (Note 3)

Class of relevant              Long                  Short
security:

 ORD GBP 1.00           Number       (%)      Number         (%)

(1) Relevant          40,490,819   (3.76%)   1,877,135     (0.17%)
securities
(2) Derivatives          583,037   (0.05%)   1,711,714     (0.16%)
(other than options)
(3) Options and                0   (0.00%)           0     (0.00%)
agreements to
purchase/sell
Total                 41,073,856   (3.81%)   3,588,849     (0.33%)




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


Class of relevant            Long                     Short
security:

2.625% Convertible     Number       (%)          Number      (%)
bonds 19/08/2009

(1) Relevant          6,055,000    (1.42%)           0     (0.00%)
securities
(2) Derivatives               0    (0.00%)           0     (0.00%)
(other than
options)
(3) Options and               0    (0.00%)           0     (0.00%)
agreements to
purchase/sell
Total                 6,055,000    (1.42%)           0     (0.00%)



Class of                   Long                       Short
relevant
security:

2.94%Convertible     Number          (%)           Number    (%)
bonds 04/04/2008

(1) Relevant        4,327,000      (1.02%)             0   (0.00%)
securities
(2) Derivatives             0      (0.00%)             0   (0.00%)
(other than
options)
(3) Options and             0      (0.00%)             0   (0.00%)
agreements to
purchase/sell
Total               4,327,000      (1.02%)             0   (0.00%)



DEALINGS

Name of person dealing        BARCLAYS PLC
(Note 1)
Company dealt in              BAA PLC
Class of relevant security    2.625% CONVERTIBLE BONDS 19/08/2009
to which the dealings being
disclosed relate (Note 2)
Date of dealing               08 FEBRUARY 2006



Purchases and sales

Purchase/sale Number of Securities Price per unit
                                   (GBP)
Sale          6,000,000            0.9269




2.  Disclosure made on 10 February 2006

INTERESTS AND SHORT POSITIONS

(a)  Interests and short positions (following dealing) in the class of relevant
security dealt in (Note 3)


Class of relevant            Long                   Short
security:

 ORD GBP 1.00          Number       (%)       Number       (%)

(1) Relevant          40,344,122   (3.75%)   1,709,103     (0.16%)
securities
(2) Derivatives          623,920   (0.06%)   1,424,770     (0.13%)
(other than
options)
(3) Options and                0   (0.00%)           0     (0.00%)
agreements to
purchase/sell
Total                 40,968,042   (3.81%)   3,133,873     (0.29%)




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


Class of relevant            Long                       Short
security:

2.625% Convertible     Number       (%)           Number    (%)
bonds 19/08/2009

(1) Relevant           6,055,000   (1.42%)             0   (0.00%)
securities
(2) Derivatives                0   (0.00%)             0   (0.00%)
(other than
options)
(3) Options and                0   (0.00%)             0   (0.00%)
agreements to
purchase/sell
Total                  6,055,000   (1.42%)             0   (0.00%)


DEALINGS (Note 4)


Name of person dealing        BARCLAYS PLC
(Note 1)
Company dealt in              BAA PLC
Class of relevant security    2.94% CONVERTIBLE BONDS 04/04/2008
to which the dealings being
disclosed relate (Note 2)
Date of dealing               09 FEBRUARY 2006


Purchases and sales

Purchase/sale Number of Securities Price per unit
                                   (GBP)
Purchase      373,000              1.1388
Purchase      1,100,000            1.1413
Sale          400,000              1.1413
Sale          2,100,000            1.1413
Sale          1,000,000            1.1375
Sale          1,000,000            1.1400
Sale          1,300,000            1.1150





3.  Disclosure made on 13 February 2006

INTERESTS AND SHORT POSITIONS

(a)  Interests and short positions (following dealing) in the class of relevant
security dealt in (Note 3)

 Class of relevant           Long                   Short
security:

 ORD GBP 1.00          Number       (%)       Number       (%)

(1) Relevant         40,021,473    (3.72%)   2,141,697     (0.20%)
securities
(2) Derivatives         756,827    (0.07%)   1,485,463     (0.14%)
(other than
options)
(3) Options and               0    (0.00%)           0     (0.00%)
agreements to
purchase/sell
Total                40,778,300    (3.79%)   3,627,160     (0.34%)




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


Class of relevant            Long                        Short
security:

2.625% Convertible     Number       (%)           Number     (%)
bonds 19/08/2009

(1) Relevant           8,055,000   (1.90%)           0     (0.00%)
securities
(2) Derivatives                0   (0.00%)           0     (0.00%)
(other than
options)
(3) Options and                0   (0.00%)           0     (0.00%)
agreements to
purchase/sell
Total                  8,055,000   (1.90%)           0     (0.00%)



DEALINGS (Note 4)


Name of person dealing        BARCLAYS PLC
(Note 1)
Company dealt in              BAA PLC
Class of relevant security    2.625% CONVERTIBLE BONDS 19/08/2009
to which the dealings being
disclosed relate (Note 2)
Date of dealing               10 FEBRUARY 2006


Purchases and sales

Purchase/sale Number of Securities Price per unit
                                   (GBP)
Purchase      2,000,000            1.3800




4.  Disclosure made on 14 February 2006

INTERESTS AND SHORT POSITIONS

(a)  Interests and short positions (following dealing) in the class of relevant
security dealt in (Note 3)

 Class of relevant            Long                   Short
security:

 ORD GBP 1.00           Number       (%)      Number       (%)

(1) Relevant          39,995,141   (3.71%)   2,083,484     (0.19%)
securities
(2) Derivatives (other   708,718   (0.07%)   1,308,872     (0.12%)
than options)
(3) Options and                0   (0.00%)           0     (0.00%)
agreements to
purchase/sell
Total                 40,703,859   (3.78%)   3,392,356     (0.32%)





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

Class of relevant            Long                      Short
security:

2.625% Convertible     Number       (%)            Number   (%)
bonds 19/08/2009

(1) Relevant          8,055,000    (1.90%)             0   (0.00%)
securities
(2) Derivatives               0    (0.00%)             0   (0.00%)
(other than
options)
(3) Options and               0    (0.00%)             0   (0.00%)
agreements to
purchase/sell
Total                 8,055,000    (1.90%)             0   (0.00%)


The following transactions, which were reported on 14 February 2006, are
cancelled.


Purchase/sale Number of Securities Price per unit
                                   (GBP)
Sale*         1,041,666            0.9269
Sale*         50,000               1.1413
Sale*         262,500              1.1413
Purchase*     46,625               1.1388
Purchase*     137,500              1.1413
Sale*         125,000              1.1375
Sale*         125,000              1.1400
Sale*         162,500              1.1150
Purchase*     347,222              1.3800
* Transactions in convertible bonds



4.  Disclosure made on 15 February 2006


INTERESTS AND SHORT POSITIONS


(a)  Interests and short positions (following dealing) in the class of relevant
security dealt in (Note 3)

 Class of relevant           Long                     Short
security:

 ORD GBP 1.00          Number       (%)       Number       (%)

(1) Relevant         40,099,185    (3.72%)   1,987,416     (0.18%)
securities
(2) Derivatives         613,076    (0.06%)   1,309,172     (0.12%)
(other than
options)
(3) Options and               0    (0.00%)           0     (0.00%)
agreements to
purchase/sell
Total                40,712,261    (3.78%)   3,296,588     (0.31%)



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


Class of relevant            Long                      Short
security:

2.625% Convertible     Number       (%)            Number   (%)
bonds 19/08/2009

(1) Relevant            8,055,000  (1.90%)             0   (0.00%)
securities
(2) Derivatives                 0  (0.00%)             0   (0.00%)
(other than
options)
(3) Options and                 0  (0.00%)             0   (0.00%)
agreements to
purchase/sell
Total                   8,055,000  (1.90%)             0   (0.00%)