Holding in Company

BAE Systems PLC
9 February 2001

                  DEALINGS BY SUBSTANTIAL SHAREHOLDERS


1)   NAME OF COMPANY

     BAE SYSTEMS PLC

2)   NAME OF SHAREHOLDER HAVING A MAJOR INTEREST

     BRANDES INVESTMENT PARTNERS, L.P.

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



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

     NOT DISCLOSED OTHER THAN THAT THE REGISTERED HOLDERS ARE APPROXIMATELY
     380 CUSTODIAN BANKS UNAFFILIATED WITH BRANDES


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 25p EACH

10)  Date of transaction



11)  Date company informed

     8 FEBRUARY 2001

12)  Total holding following this notification

     76,533,744 ORDINARY SHARES
     11,293,870 AMERICAN DEPOSITARY RECEIPTS (REPRESENTING 45,175,480 UNDERLYING
     ORDINARY SHARES)
                             
13)  Total percentage holding of issued class following this notification

     4%

14)  Any additional information

     NOTIFICATION RECEIVED UNDER S198 CA85

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: 9 FEBRUARY 2001