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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



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FORM 20-F/A



(Mark One)



| ̈ |  | Annual report pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 (Fee required)
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or



|x |  | Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended March 31, 2004(No Fee required)
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or



| ̈ |  | Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from N/A to N/A (No Fee required)
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Commission file number 1-14990



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BRITISH ENERGY LIMITED

(Exact Name of Registrant as Specified in Its Charter)

(Formerly British Energy plc)



Scotland

(Jurisdiction of Incorporation or Organization)



Systems House, Alba Campus, Livingston, EH54 7EG

(Address of Principal Executive Offices)



Securities registered or to be registered pursuant to Section 12(b) of the Act:



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|                                                     |  |                                          
|---------------------------------------------------- |  | -----------------------------------------
|Title of each class                                  |  | Name of each exchange on which registered
|Ordinary shares of 44 28/43p each (ordinaryshares) |  |                                          

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Securities registered or to be registered pursuant to Section 12(g) of the Act:  None



Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:  None



Indicate the number of outstanding shares of each of the issuers classes of
capital or common stock as of the close of the period covered by the annual report.



|                                                           |  |                   
|---------------------------------------------------------- |  | ------------------
|Ordinary shares of 44 28/43p each                          |  | 620,362,444 shares
|A shares of 60p each                                     |  | 80,908,247 shares 
|Non voting deferred shares of 60p each                     |  | 74,752,351 shares 
|Non-voting special rights redeemablePreference share of £1 |  | 1 share           



Indicate by check mark whether
the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.



(1)  x    (2)  x



Indicate by check mark which financial statement item the registrant has elected to follow.



Item 17   ̈        Item 18  x



|* |  | Not for trading but only in connection with the registration of ADSs pursuant to the requirements of the Securities and Exchange Commission.
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SIGNATURES



Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant certifies that it meets all of the requirements for filing on Form
20-F and has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized.



BRITISH ENERGY PLCBy:

/s/ Stephen BillinghamName:

Stephen BillinghamTitle:

Chief Financial OfficerJuly 25, 2005