Directors' Notification of Dealing in Shares

BAE Systems PLC


                       DEALINGS BY DIRECTORS


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 Director named in 2 above or holding of that person's
    spouse or children under the age of 18 or in respect of a non-beneficial
    interest


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

    Sir Charles Masefield


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

    Director


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

    Scrip Dividend Election


7)  Number of shares/amount
    of stock acquired

    352


8)  (0.00001%)
    of issued Class

9)  Number of shares/amount
    of stock disposed



10) (     %)
    of issued Class

11) Class of security

    Ordinary Shares


12) Price per share

    N/A


13) Date of transaction

    1.6.00

14) Date company informed

    1.6.00


15) Total holding following this notification

    23,411


16) Total percentage holding of issued class following this notification

    0.0007%


     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant



18) Period during which or date on which exercisable



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



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



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



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



23) Any additional information



24) Name of contact and telephone number for queries

    MRS. L. GOODGE 01252 383856


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



    Date of Notification  1ST JUNE 2000



                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

    BAE SYSTEMS PLC


2)  NAME OF DIRECTOR

    G.W. Rose


3)  Please state whether notification indicates that it is in respect of
    holding of the Director named in 2 above or holding of that person's
    spouse or children under the age of 18 or in respect of a non-beneficial
    interest


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

    G.W. Rose


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

    Director


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

    Scrip Dividend Election


7)  Number of shares/amount
    of stock acquired

    291


8)  (0.000009%)
    of issued Class

9)  Number of shares/amount
    of stock disposed


10) (     %)
    of issued Class

11) Class of security

    Ordinary Shares


12) Price per share

    N/A


13) Date of transaction

    1.6.00


14) Date company informed

    1.6.00


15) Total holding following this notification

    107,677


16) Total percentage holding of issued class following this notification

    0.003%


     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant



18) Period during which or date on which exercisable



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



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



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



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


23) Any additional information



24) Name of contact and telephone number for queries

    MRS. L. GOODGE 01252 383856


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



    Date of Notification  1ST JUNE 2000



                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

    BAE SYSTEMS PLC


2)  NAME OF DIRECTOR

    J.P. WESTON


3)  Please state whether notification indicates that it is in respect of
    holding of the Director named in 2 above or holding of that person's
    spouse or children under the age of 18 or in respect of a non-beneficial
    interest

    Director


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

    J.P. WESTON


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

    Scrip Dividend Election


7)  Number of shares/amount
    of stock acquired

    305


8)  (0.00001%)
    of issued Class

9)  Number of shares/amount
    of stock disposed


10) (     %)
    of issued Class

11) Class of security

    Ordinary


12) Price per share

    


13) Date of transaction

    1.6.00


14) Date company informed

    1.6.00


15) Total holding following this notification

    810,915


16) Total percentage holding of issued class following this notification

    0.02%


     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant



18) Period during which or date on which exercisable



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



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



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



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



23) Any additional information



24) Name of contact and telephone number for queries

    MRS. L. GOODGE 01252 383856


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

    
    Date of Notification  1ST JUNE 2000



                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

    BAE SYSTEMS PLC


2)  NAME OF DIRECTOR

    M.J. Turner


3)  Please state whether notification indicates that it is in respect of
    holding of the Director named in 2 above or holding of that person's
    spouse or children under the age of 18 or in respect of a non-beneficial
    interest


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

    M.J. Turner     -     126,939
    J. Turner       -      65,410


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

    Director and Spouse


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

    Scrip Dividend Election


7)  Number of shares/amount
    of stock acquired

    Director   -   1237
    Wife       -   1020


8)  (0.00007%)
    of issued Class

9)  Number of shares/amount
    of stock disposed


10) (     %)
    of issued Class

11) Class of security

    Ordinary Shares


12) Price per share

    N/A


13) Date of transaction

    1.6.00


14) Date company informed

    1.6.00


15) Total holding following this notification

    194,606


16) Total percentage holding of issued class following this notification

    0.006%


     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant



18) Period during which or date on which exercisable



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



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



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



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



23) Any additional information



24) Name of contact and telephone number for queries

    MRS. L. GOODGE 01252 383856


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



    Date of Notification  1ST JUNE 2000



                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

    BAE SYSTEMS PLC


2)  NAME OF DIRECTOR

    S.L. Mogford


3)  Please state whether notification indicates that it is in respect of
    holding of the Director named in 2 above or holding of that person's
    spouse or children under the age of 18 or in respect of a non-beneficial
    interest



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

    S.L. Mogford


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

    Director


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

    Scrip Dividend Election


7)  Number of shares/amount
    of stock acquired

    681


8)  (0.00002%)
    of issued Class

9)  Number of shares/amount
    of stock disposed


10) (     %)
    of issued Class

11) Class of security

    Ordinary Shares


12) Price per share

    N/A


13) Date of transaction

    1.6.00


14) Date company informed

    1.6.00


15) Total holding following this notification

    53,489


16) Total percentage holding of issued class following this notification

    0.001%



     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant



18) Period during which or date on which exercisable



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



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



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



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



23) Any additional information



24) Name of contact and telephone number for queries

    MRS. L. GOODGE 01252 383856



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



    Date of Notification  1ST JUNE 2000



                       DEALINGS BY DIRECTORS


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 Director named in 2 above or holding of that person's
    spouse or children under the age of 18 or in respect of a non-beneficial
    interest


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

    Sir Richard Evans  -  279,398
    Lady Janet Evans   -  101,554


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

    Director and Spouse


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

    Scrip Dividend Election


7)  Number of shares/amount
    of stock acquired

    Director  -  3227
    Wife      -  2


8)  (0.0001%)
    of issued Class

9)  Number of shares/amount
    of stock disposed



10) (     %)
    of issued Class

11) Class of security

    Ordinary Shares


12) Price per share

    N/A


13) Date of transaction

    1.6.00


14) Date company informed

    1.6.00


15) Total holding following this notification

    384,181


16) Total percentage holding of issued class following this notification

    0.01%



     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant



18) Period during which or date on which exercisable



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



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



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



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



23) Any additional information



24) Name of contact and telephone number for queries

    MRS. L. GOODGE 01252 383856



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



    Date of Notification  1ST JUNE 2000