Directors' Dealings

British Aerospace PLC
20 December 1999


NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS ACQUISITION OF
SHARE OPTIONS

British Aerospace plc (BAE)

We write to inform you of the following grant of options under the Company's
Executive Share Option Scheme.  These were made as of today's date at an option
price £4.21.

Name               Date      No of Options over   Total no. of shares over  
                   Grant     Ordinary Shares      which options are held        
                                                 following this notification

Peter Gershon      20.12.99  212,921              212,921*
Michael Lester     20.12.99  223,800              223,800
Charles Masefield  20.12.99  198,099              198,099
George Rose        20.12.99  199,524              587,197
Michael Turner     20.12.99  212,921              644,842
John Weston        20.12.99  237,529              1,533,057

The options are exercised from 20 December 2002 to 19 December 2009.

*Participation by Mr Peter Gershon in the BAE Share Investment Plan ('SIP')

In the Listing Particulars sent to shareholders detailing the proposed merger
between BAE and the MES business of GEC, details were provided of a special
arrangement that it was proposed would be made to retain and incentivise Mr
Peter Gershon, the then managing director of the MES business.  Following the
completion of the merger, the SIP has been established with effect from 20
December, 1999 and Mr Gershon has elected to personally hold 308,847 BAE
ordinary shares for the purpose of the SIP.  If he retains these shares and
remains employed by BAE until 1 January, 2003, he will become entitled to
receive an award of an equal number ordinary shares from BAE.  If he voluntary
leaves BAE's employment prior to that date, no award will be made.