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EPT Disclosure

29th Mar 2010 11:15

FORM 38.5(b)

DEALINGS BY CONNECTED EXEMPT PRINCIPAL TRADERS

WITHOUT RECOGNISED INTERMEDIARY STATUS, OR WITH RI STATUS

BUT NOT DEALING IN A CLIENT-SERVING CAPACITY

(Rule 38.5(b) of the Takeover Code)

1. KEY INFORMATION

Name of exempt principal trader Royal Bank of Scotland N.V. London Branch

(Subsidiary of RFS Holding N.V.)

Company dealt in Babcock International Group Plc
Class of relevant security to which the dealings being disclosed relate (Note 1) ORD GBP 0.60
Date of dealing 26 March 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 2)

Long Short
Number (%) Number (%)
(1) Relevant securities 0 0% 981,400 0.4274%
(2) Derivatives (other than options) 0 0% 0 0%
(3) Options and agreements to purchase/sell 0 0% 0 0%
Total 0 0% 981,400 0.4274%

(b) Interests and short positions in relevant securities of the company, other than the class dealt in (Note 2)

Class of relevant security: Long Short
Number (%) Number (%)
(1) Relevant securities 0 0% 0 0%
(2) Derivatives (other than options) 0 0% 0 0%
(3) Options and agreements to purchase/sell 0 0% 0 0%
Total 0 0% 0 0%

(c) Rights to subscribe (Note 2)

Class of relevant security: Details

3. DEALINGS (Note 3)

(a) Purchases and sales

Purchase/sale Number of securities Price per unit (Note 4)
SALE 105,150 5.7550 GBP

(b) Derivatives transactions (other than options)

Product name, e.g. CFD Long/short (Note 5) Number of securities (Note 6) Price per unit (Note 4)

(c) Options transactions in respect of existing securities

(i) Writing, selling, purchasing or varying

Product name,

e.g. call option

Writing, selling, purchasing, varying etc. Number of securities to which the option relates (Note 6) Exercise

price

Type, e.g. American, European etc. Expiry date Option money paid/received per unit (Note 4) AUD

(ii) Exercising

Product name, e.g. call option Number of securities Exercise price per unit (Note 4)

(d) Other dealings (including new securities) (Note 3)

Nature of transaction (Note 7) Details Price per unit (if applicable) (Note 4)

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 38.5(b) attached? (Note 8) YES/NO

Date of disclosure 29 March 2010
Contact name Kirit Devshi
Telephone number (020) 7678 1904
Name of offeree/offeror with which connected VT Group Plc
Nature of connection (Note 9) Corporate Broker

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

Copyright Business Wire 2010


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