EPT Disclosure BAA PLC

FORM 38.5

                 DEALINGS BY CONNECTED EXEMPT PRINCIPAL TRADERS
              (Rule 38.5 of the City Code on Takeovers and Mergers)


1.   KEY INFORMATION

Name of exempt principal      BARCLAYS CAPITAL SECURITIES LIMITED
trader
Company dealt in              BAA PLC
Class of relevant security    GBP ORD 1.00
to which the dealings being
disclosed relate (Note 1)
Date of dealing               28 MARCH 2006


2.   DEALINGS (Note 2)

(a)  Purchases and sales

Total number of          Highest price paid      Lowest price paid (GBP)
securities purchased     (GBP)

106,614                  8.37                    8.25


Total number of          Highest price received  Lowest price paid
securities sold          (GBP)                   received (GBP)

651,962                  8.35                    8.27


(b)  Derivatives transactions (other than options)

Product       Long/short       Number of securities   Price per unit
name,         (Note 4)         (Note 5)               (GBP)
e.g. CFD
CFD           Long             625,000                8.32
CFD           Long             5,139                  8.35
CFD           Short            40,788                 8.30
CFD           Short            14,168                 8.29
CFD           Short            5,139                  8.33


(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
                varying etc.      relates (Note 5)                                      (Note 3)



(ii) Exercising

Product name, e.g. call  Number of securities    Exercise price per unit
option                                           (Note 3)




3.   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.






Date of disclosure                         29 MARCH 2006
Contact name                               BARCLAYS COMPLIANCE
Telephone number                           020 7116 2913
Name of offeree/offeror with which         BAA PLC
connected
Nature of connection (Note 6)              ADVISOR


Notes

The Notes on Form 38.5 can be viewed on the Takeover Panel's website at
 www.thetakeoverpanel.org.uk