Director/PDMR Shareholding

BAE SYSTEMS PLC
22 March 2007



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 was today notified by the trustee of the BAE Systems Share Incentive
Plan, Hill Samuel ESOP Trustees Limited, that on 21 March 2007 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 452 pence per share and
were also awarded ordinary shares of 2.5p at nil consideration under the
Matching Shares element of the same share plan.  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             Number of BAE Systems plc

                             Ordinary shares purchased -           Ordinary shares acquired -

                             Partnership Shares                    Matching Shares
Steve Mogford                28                                    3
Ian King                     28                                    3





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



The Company was yesterday notified by the trustee of the BAE Systems Share
Incentive Plan, Hill Samuel ESOP Trustees Limited, that the trustee has a
balance of 99,575 ordinary shares of 2.5 pence each in BAE Systems plc in Lloyds
TSB Registrars Corporate Nominee Limited AESOP2 (unallocated shares).



Each of the executive directors, are deemed, along with certain other group
employees, to have an interest in the aggregate balance of 99,575 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 today notified by the trustee of the BAE Systems ESOP Trust, IFG
Trust (Jersey) Limited, that the following PDMRs purchased ordinary shares of
2.5p each in BAE Systems plc at a consideration of 456.5 pence per share ('
Investment Shares') under the BAE Systems Share Matching Plan on 22 March 2007.
The transaction took place on the London Stock Exchange and the shares are held
in the name of IFG Trust (Jersey) Limited.  The same PDMRs were concurrently
awarded a contingent interest in ordinary shares of 2.5p each in BAE Systems plc
at nil consideration ('Award Shares') also under the BAE Systems Share Matching
Plan.  The number of shares acquired were as follows:






Name of PDMR                        Number of Investment Shares         Number of Award Shares acquired
                                    acquired (beneficial interest)      (contingent interest)
Walt Havenstein                     11,156                              18,947
Ian King                            27,327                              46,410
Mike Turner                         64,492                              109,529
Philip Bramwell                     7,433                               12,623
Nigel Whitehead                     5,465                               9,282







22 March 2007






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