Director Shareholding

BAE SYSTEMS PLC
10 April 2002


                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1. Name of company
BAE SYSTEMS plc

2. Name of director
Sir Charles Masefield

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)
Director named in 2 above

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
Grant of options under the SAYE Share Option Scheme.

7. Number of shares / amount of stock acquired
N/A

8. Percentage of issued class
N/A

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
N/A

13. Date of transaction
N/A

14. Date company informed
N/A

15. Total holding following this notification
54,114

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
9 April 2002

18. Period during which or date on which exercisable

Six months from 1 June 2005

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

20. Description of shares or debentures involved: class, number
860 Ordinary shares of 2.5p each

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

22. Total number of shares or debentures over which options held following this
notification
708,952 (Share Option Plan/SAYE)

23. Any additional information
The director also has interests in contingent awards over 30,411 shares under the Restricted Share Plan,
contingent awards/options over 101,213 shares under the Performance Share Plan, and in 1,345 CALS (Capital
Amortising Loan Stock)

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
10 April 2002


                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1. Name of company
BAE SYSTEMS plc

2. Name of director
Steven Mogford

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)
Director named in 2 above

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
Grant of option under the SAYE Share Option Scheme.

7. Number of shares / amount of stock acquired
N/A

8. Percentage of issued class
N/A

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
N/A

13. Date of transaction
N/A

14. Date company informed
N/A

15. Total holding following this notification
106,380

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
9 April 2002

18. Period during which or date on which exercisable

Six months from 1 June 2005.

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

20. Description of shares or debentures involved: class, number
860 Ordinary shares of 2.5p each

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

22. Total number of shares or debentures over which options held following this
notification
706,233 (Share Option Plan/SAYE)

23. Any additional information
The director also has interests in contingent awards over 25,533 shares under the Restricted Share Plan
and contingent awards/options over 42,779 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
10 April 2002


                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1. Name of company
BAE SYSTEMS plc

2. Name of director
George Rose

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)
Director named in 2 above

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
Grant of options under the SAYE Share Option Scheme.

7. Number of shares / amount of stock acquired
N/A

8. Percentage of issued class
N/A

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
N/A

13. Date of transaction
N/A

14. Date company informed
N/A

15. Total holding following this notification
252,875

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
9 April 2002

18. Period during which or date on which exercisable

Six months from 1 June 2005.

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

20. Description of shares or debentures involved: class, number
860 Ordinary shares of 2.5p each

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

22. Total number of shares or debentures over which options held following this
notification
851,954 (Share Option Plan/SAYE)

23. Any additional information
The director also has interests in contingent awards over 8,875 shares under the Restricted Share Plan and
contingent awards/options over 107,401 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
10 April 2002


                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

 1. Name of company

BAE SYSTEMS plc

2. Name of director
Michael Turner

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)
Director named in 2 above

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
Grant of options under the SAYE Share Option Scheme.

7. Number of shares / amount of stock acquired
N/A

8. Percentage of issued class
N/A

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
N/A

13. Date of transaction
N/A

14. Date company informed
N/A

15. Total holding following this notification
259,702

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
9 April 2002

18. Period during which or date on which exercisable

Six months from 1 June 2007.

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

20. Description of shares or debentures involved: class, number
1,499 ordinary shares of 2.5p each

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

22. Total number of shares or debentures over which options held following this
notification
768,165 (Share Option Plan/SAYE)

23. Any additional information
The director also has interests in contingent awards over 55,863 shares under the Restricted Share Plan
and contingent awards/options over 108,786 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
10 April 2002



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