Offer Update

British Airways PLC
19 April 2001

19 April 2001



Not for release, publication or distribution to, in or into the United States,
Canada, Australia or Japan.

                            Recommended Cash Offer

                                      by

                                Ernst & Young

                                 on behalf of

The Plimsoll Line Limited (the 'Offeror'), a wholly owned subsidiary of

                             British Airways Plc

         to acquire the whole of the issued ordinary share capital of

              British Regional Air Lines Group plc (the 'Offer')



EXTENSION OF OFFER AND LEVEL OF ACCEPTANCES

The boards of British Airways Plc ('British Airways') and the Offeror announce
that the Offer has been extended and will remain open until 3.00 pm on 9 May
2001.

By 3.00 pm on 18 April 2001, the first closing date of the Offer, valid
acceptances of the Offer had been received in respect of a total of 51,548,087
British Regional Air Lines Group Shares, representing approximately 79.7 per
cent. of the total issued share capital of British Regional Air Lines Group.

Immediately prior to the announcement of the Offer on 8 March 2001, the
Offeror held irrevocable undertakings in respect of a total of 34,496,146
British Regional Air Lines Group Shares, representing approximately 53.3 per
cent. of the total issued share capital of British Regional Air Lines Group,
for which valid acceptances have now been received.

Immediately prior to the announcement of the Offer on 8 March 2001, the Hon
Raymond G H Seitz, who is a director of British Airways, was interested in
2,500 British Regional Air Lines Group Shares.  A valid acceptance in respect
of these shares has not yet been received from the registered holder.

Save as disclosed above, neither the Offeror nor British Airways nor any
persons deemed to be acting in concert with the Offeror or British Airways
held any British Regional Air Lines Group Shares (or any rights over such
shares) immediately prior to the commencement of the Offer Period nor has any
such person acquired or agreed to acquire any British Regional Air Lines Group
Shares (or rights over such shares) since the commencement of the Offer Period
and no acceptances have been received from persons acting in concert with the
Offeror or British Airways.

Terms defined in the Offer Document dated 28 March 2001 have the same meanings
when used herein unless the context requires otherwise.


Enquiries:

British Airways     British Airways Press Office      Tel: [phone]
        Investor Relations             Tel: [phone]

Ernst & Young          Paul Smith                     Tel: [phone]
           Andrew Grace                Tel: [phone]

Ernst & Young, which is authorised to carry on investment business by the
Institute of Chartered Accountants in England and Wales, is acting for British
Airways and The Plimsoll Line Limited, a wholly-owned subsidiary of British
Airways, and no one else in connection with the Offer and will not be
responsible to anyone other than British Airways and The Plimsoll Line Limited
for providing the protections afforded to clients of Ernst & Young, nor for
providing advice in relation to the Offer.

The Offer is not being made, directly or indirectly, in or into, or by use of
the mails or any other means of instrumentality (including, without
limitation, facsimile transmission, telex, e-mail or telephone) of interstate
or foreign commerce of, or of any facilities of a national securities exchange
of, the United States, Canada, Australia or Japan and will not be capable of
acceptance by any such use, means, instrumentality or facilities, or from
within the United States, Canada, Australia or Japan.