Director/PDMR Shareholding

BAE SYSTEMS PLC
22 December 2006



BAE SYSTEMS plc



NOTIFICATION OF TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES
OR THEIR CONNECTED PERSONS





1.  Notification made in accordance with Section 324 (as extended by Section
328) of the Companies Act 1985 and Disclosure rule 3.1.4R(1)(a) of the
Disclosure Rules.



The Company has today been notified by the trustee of the BAE Systems Share
Incentive Plan, Hill Samuel ESOP Trustees Limited, that on 21 December 2006 the
following Persons Discharging Managerial Responsibility ('PDMRs') purchased
ordinary shares of 2.5 pence each in BAE Systems plc under the Partnership
Shares element of the BAE Systems Share Incentive Plan at a price of 421.25
pence per share.  The transactions took place on the London Stock Exchange.  The
shares are held in the name of Lloyds TSB Registrars Corporate Nominee Limited.



The number of shares purchased or acquired by PDMRs is as follows:


Name of PDMR                        Number of BAE Systems plc

                                    Ordinary shares acquired


Steve Mogford                       30
Ian King                            29





2.  Notification made in accordance with Disclosure rule 3.1.4R(1)(b) of the
Disclosure Rules.



The Company has today been notified by the trustee of the BAE Systems Share
Incentive Plan, Hill Samuel ESOP Trustees Limited, that the trustee has
transferred 9,144 ordinary shares of 2.5 pence each in BAE Systems plc for nil
consideration from Lloyds TSB Registrars Corporate Nominee Limited AESOP1
(allocated shares) to Lloyds TSB Registrars Corporate Nominee Limited AESOP2
(unallocated shares).  The transfer was made following the forfeiture of shares,
under the Rules of the BAE Systems Share Incentive Plan, from participants who
have left the BAE Systems group.



Each of the executive directors of the Company are deemed, along with certain
other group employees, to have an interest in the aggregate balance of 148,063
shares now held by Lloyds TSB Registrars Corporate Nominee Ltd AESOP2
(unallocated shares).





3.  Notification made in accordance with Section 324 (as extended by Section
328) of the Companies Act 1985 and Disclosure rule 3.1.4R(1)(a) of the
Disclosure Rules.



The Company was notified today that Mark Ronald, a Person Discharging Managerial
Responsibilities, exercised an option over 384,583 ordinary shares of  2.5 pence
each in BAE Systems plc under the BAE Systems Share Option Plan on 21 December
2006 at a consideration of 172 pence per share.  The shares were subsequently
sold on 21 December 2006 at 422.25 pence per share.  This transaction took place
on the London Stock Exchange.



The Company has also been notified today that Mark Ronald has sold 49,179
ordinary shares of 2.5 pence each in BAE Systems plc on 22 December 2006 at
423.25 pence per share.  This transaction took place on the London Stock
Exchange.





22 December 2006






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