Director/PDMR Shareholding

BAE SYSTEMS PLC
31 March 2006



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





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 on 30 March 2006 and 31 March 2006 respectively by the
trustee of the BAE Systems Share Incentive Plan, Hill Samuel ESOP Trustees
Limited, that the trustee (i) purchased 3,100,000 ordinary shares of 2.5 pence
each in BAE Systems plc on 30 March 2006 at a price of 427.5 pence per share and
(ii) purchased 83,915 ordinary shares of 2.5 pence each in BAE Systems plc on 31
March 2006 at a price of 425.57 pence per share.  The transactions took place on
the London Stock Exchange.  The shares were purchased for participants under the
Free Shares element of the BAE Systems Share Incentive Plan and its Australian
equivalent.  The shares are held in the name of Lloyds TSB Registrars Corporate
Nominee Limited.



Awards of shares under the Share Incentive Plan have been granted today to
eligible employees including the following directors and persons discharging
managerial responsibilities ('PDMRs'):




Name of Director/PDMR               Number of BAE Systems plc

                                    Ordinary shares acquired


Chris Geoghegan                     97
Michael Lester                      97
Steve Mogford                       97
George Rose                         97
Mike Turner                         97
Alastair Imrie                      97
Ian King                            97
Mike Rouse                          97



No consideration was paid for the grant of the award.





31 March 2006






                      This information is provided by RNS
            The company news service from the London Stock Exchange