FORM 8.3

           PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
       A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR
                                     MORE
                  Rule 8.3 of the Takeover Code (the "Code")

1. KEY INFORMATION

(a) Identity of the person whose positions/dealings are  STATE FARM MUTUAL
being disclosed:                                         AUTOMOBILE INSURANCE
                                                         COMPANY

(b) Owner or controller of interests and short positions
disclosed, if different from 1(a):

The naming of nominee or vehicle companies is
insufficient

(c) Name of offeror/offeree in relation to whose         BG GROUP PLC
relevant securities this form relates:

Use a separate form for each offeror/offeree

(d) If an exempt fund manager connected with an offeror/
offeree, state this and specify identity of offeror/
offeree:

(e) Date position held/dealing undertaken:               27th APRIL, 2015

(f) Has the discloser previously disclosed, or are they  NO
today disclosing, under the Code in respect of any other If YES, specify
party to this offer?                                     which:

2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE

(a) Interests and short positions in the relevant securities of the offeror or
offeree to which the disclosure relates following the dealing (if any)

Class of relevant security:    ORDINARY SHARES

                                     Interests            Short positions

                                    Number        %        Number         %

(1) Relevant securities owned     41,974,500    1.23
and/or controlled:

(2) Derivatives (other than           --
options):

(3) Options and agreements to         --
purchase/sell:

TOTAL:                            41,974,500    1.23

All interests and all short positions should be disclosed.

Details of any open derivative or option positions, or agreements to purchase
or sell relevant securities, should be given on a Supplemental Form 8 (Open
Positions).

(b) Rights to subscribe for new securities (including directors' and other
executive options)

Class of relevant security in             --
relation to which subscription right
exists:

Details, including nature of the          --
rights concerned and relevant
percentages:

If there are positions or rights to subscribe to disclose in more than one
class of relevant securities of the offeror or offeree named in 1(c), copy
table 2(a) or (b) (as appropriate) for each additional class of relevant
security.

3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

(a) Purchases and sales

Class of relevant    Purchase/sale         Number of        Price per unit
     security                             securities

       NA

(b) Derivatives transactions (other than options)

   Class of      Product      Nature of dealing     Number of     Price per
   relevant    description  e.g. opening/closing a  reference       unit
   security      e.g. CFD    long/short position,   securities
                            increasing/reducing a
                             long/short position

       NA

(c) Options transactions in respect of existing securities

(i) Writing, selling, purchasing or varying

Class of   Product    Writing,   Number of  Exercise   Type    Expiry   Option
relevant description purchasing, securities  price     e.g.     date    money
security  e.g. call   selling,    to which  per unit American,          paid/
           option      varying     option            European          received
                        etc.      relates              etc.            per unit

NA

(ii) Exercising

 Class of relevant       Product            Number of      Exercise price per
     security          description         securities             unit
                     e.g. call option

       NA

(d) Other dealings (including subscribing for new securities)

Class of relevant    Nature of dealing          Details       Price per unit
    security         e.g. subscription,                      (if applicable)
                         conversion

       NA

The currency of all prices and other monetary amounts should be stated.

Where there have been dealings in more than one class of relevant securities of
the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as
appropriate) for each additional class of relevant security dealt in.

4. OTHER INFORMATION

(a) Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or
understanding, formal or informal, relating to relevant securities which may
be an inducement to deal or refrain from dealing entered into by the person
making the disclosure and any party to the offer or any person acting in
concert with a party to the offer:

If there are no such agreements, arrangements or understandings, state "none"

NONE

(b) Agreements, arrangements or understandings relating to options or
derivatives

Details of any agreement, arrangement or understanding, formal or informal,
between the person making the disclosure and any other person relating to:

(i) the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant
securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state "none"

NONE

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached?                  NO

Date of disclosure:                    April 28, 2015

Contact name:                          Theresa Baker

Telephone number:                      1-309-766-2381

Public disclosures under Rule 8 of the Code must be made to a Regulatory
Information Service and must also be emailed to the Takeover Panel at
monitoring@disclosure.org.uk . The Panel's Market Surveillance Unit is
available for consultation in relation to the Code's dealing disclosure
requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk .