Holding in Company

BAE Systems PLC
20 February 2001

                  DEALINGS BY SUBSTANTIAL SHAREHOLDERS


1)   NAME OF COMPANY

     BAE SYSTEMS PLC

2)   NAME OF SHAREHOLDER HAVING A MAJOR INTEREST

     MORLEY FUND MANAGEMENT LIMITED
     (wholly owned subsidiary of CGNU PLC)

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

     SHAREHOLDER 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.

     BNY (NOMINEES) LIMITED                         67,611
     BNY NORWICH UNION NOMINEES LIMITED         43,075,421
     BT GLOBENET NOMINEES LIMITED                   25,058
     CHASE GA GROUP NOMINEES LIMITED            33,398,743
     CHASE GA PENSION NOMINEES LIMITED           2,056,777
     CHASE NOMINEES LIMITED                         16,218
     CUIM NOMINEE LIMITED                       19,036,134
     STATE STREET BANK NOMINEES LIMITED             20,113

5)   Number of shares/amount of stock acquired.

     N/A

6)   ( N/A %) of issued Class

7)   Number of shares/amount of stock disposed

     N/A

8)   ( N/A %) of issued Class

9)   Class of security

     ORDINARY SHARES OF 2.5p EACH

10)  Date of transaction

     NOT SUPPLIED

11)  Date company informed

     20 FEBRUARY 2001

12)  Total holding following this notification

     97,696,075 ORDINARY SHARES
              
13)  Total percentage holding of issued class following this notification

     3.22%

14)  Any additional information

     NOTIFICATION ARISES FROM THE NOVATION OF FUNDS FROM NORWICH UNION          
     INVESTMENT MANAGEMENT TO MORLEY FUND MANAGEMENT LIMITED, BOTH WHOLLY OWNED
     SUBSIDIARIES OF CGNU PLC. CGNU PLC'S LAST s198 NOTIFICATION TO BAE SYSTEMS
     PLC WAS NOTIFIED TO THE STOCK EXCHANGE ON 20 DECEMBER 2000

15)  Name of contact and telephone number for queries

     ANN-LOUISE HOLDING - TEL [phone]

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

     Date of Notification .20 FEBRUARY 2001