Directors' Notification of Dealing in Shares

BAE Systems PLC
18 May 2000



LETTER TO: COMPANY ANNOUNCEMENTS OFFICE

Schedule 11, Notification of Interests of Directors and Connected Persons

We write to inform you that we have today, Thursday, 18 May 2000 been notified
of the following grant of options under the Company's Savings Related Share
Option Scheme.

Contract Commencement Date: 01/06/00
Date of Grant :  11/04/00
Option price:  £2.57

Name of                     No of Shares        Exercisable from/to
Director

George Rose                    633            1 June 2003 to 30 November 2003
Sir Charles Masefield          633            1 June 2003 to 30 November 2003
John Weston                    1,103          1 June 2005 to 30 November 2005
Mike Turner                    604            1 June 2005 to 30 November 2005
Michael Lester                 1,103          1 June 2005 to 30 November 2005