Rule 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               13 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       1,858,255     0.81%      1,117,947     0.49%
securities
(2) Derivatives    1,068,938     0.47%        236,690     0.10%
(other than
options)
(3) Options and            0     0.00%              0     0.00%
agreements to
purchase/sell
Total              2,927,193     1.27%      1,354,637     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      3,061                6.1052
Purchase      448                  6.1225
Purchase      572                  6.0999
Purchase      624                  6.0999
Purchase      959                  6.1000
Purchase      1,046                6.1000
Purchase      1,948                6.0906
Purchase      2,002                6.1083
Purchase      2,800                6.1094
Purchase      3,748                6.1029
Purchase      4,344                6.1038
Purchase      12,412               6.0999
Purchase      5,088                6.0987
Purchase      6,912                6.1036
Purchase      8,006                6.1012
Purchase      12,310               6.1093
Purchase      20,817               6.1000
Purchase      15,146               6.1009
Sale          365                  6.1075
Sale          448                  6.1250
Sale          41,927               6.1045
Sale          29,991               6.1027
Sale          848                  6.1000
Sale          2,258                6.1128
Sale          1,938                6.0988
Sale          4,938                6.1074
Sale          365                  6.1075
Sale          195,563              6.0909
Sale          5,475                6.1032
Sale          993                  6.1073


(b)  Derivatives transactions (other than options)
Product name,  Long/Short    Number of     Price per
(e.g. CFD)     (Note 6)      Securities    unit (GBP)
CFD            Long          195563        6.0908
CFD            Long          1938          6.0987
CFD            Short         6912          6.1036
CFD            Short         12310         6.1093


(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                         14 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)