Director Shareholding

BAE SYSTEMS PLC
14 September 2004

                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1. Name of company
BAE SYSTEMS plc

2. Name of director
Mark Ronald

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)
Mark Ronald

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
Release of matched shares held under contingent award under the Restricted Share
Plan and subsequent part disposal.

7. Number of shares / amount of stock acquired
43,079

8. Percentage of issued class
Not material

9. Number of shares/amount of stock disposed
15,066

10. Percentage of issued class
Not material

11. Class of security
Ordinary shares of 2.5p each

12. Price per share
Acquisition: nil cost
Disposal: 219.08 pence

13. Date of transaction
13 September 2004

14. Date company informed
13 September 2004

15. Total holding following this notification
215,081 (see also 23 below)

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
N/A

23. Any additional information
The director also has interests in contingent awards over 41,422 shares under
the Restricted Share Plan, contingent awards/options over 473,476 shares under
the Performance Share Plan, and options over 1,339,179 shares under the
Executive Share Option Schemes

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
14 September 2004


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