Director Shareholding

BAE SYSTEMS PLC
19 June 2002


                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1. Name of company

BAE SYSTEMS plc

2. Name of director

Sir Richard Evans

3. Please state whether notification indicates that it is in respect of holding
of the shareholder named in 2 above or in respect of a non-beneficial interest
or in the case of an individual holder if it is a holding of that person's
spouse or children under the age of 18 or in respect of a non-beneficial
interest

Director named in 2 above

4. Name of the registered holder(s) and, if more than one holder, the number of
shares held by each of them (if notified)

Lloyds TSB Registrars Corporate Nominee Limited

5. Please state whether notification relates to a person(s) connected with the
director named in 2 above and identify the connected person(s)

N/A

6. Please state the nature of the transaction. For PEP transactions please
indicate whether general/single co PEP and if discretionary/non discretionary

Exercise of SAYE option.

7. Number of shares / amount of stock acquired

2,344

8. Percentage of issued class

Not significant

9. Number of shares/amount of stock disposed

N/A

10. Percentage of issued class

N/A

11. Class of security

Ordinary shares of 2.5p each

12. Price per share

270.5 pence

13. Date of transaction

19 June 2002

14. Date company informed

19 June 2002

15. Total holding following this notification

454,568

16. Total percentage holding of issued class following this notification

Not significant

If a director has been granted options by the company please complete the
following boxes.

17. Date of grant
N/A

18. Period during which or date on which exercisable

N/A

19. Total amount paid (if any) for grant of the option

N/A

20. Description of shares or debentures involved: class, number

N/A

21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at time of exercise

N/A

22. Total number of shares or debentures over which options held following this
notification

790,782 (Share Option Plan)

23. Any additional information

The director also has interests in contingent awards over 74,743 shares under the Restricted Share Plan
and contingent awards/options over 226,213 shares under the Performance Share Plan.

24. Name of contact and telephone number for queries

Ann-Louise Holding [phone]

25. Name and signature of authorised company official responsible for making
this notification

Ann-Louise Holding, Assistant Company Secretary

Date of Notification

19 June 2002



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