Holding(s) in Company

BAE SYSTEMS PLC
26 February 2007


TR-1:       Notification of Major Interests in Shares

                                                        

1. Identity of the issuer or
the underlying issuer of
existing shares to which
voting rights are attached                              BAE Systems Plc


2. Reason for the notification (please tick the appropriate box or boxes)


An acquisition or disposal of voting rights


An acquisition or disposal of financial instruments 
which may result in the acquisition of shares 
already issued to which voting rights are attached
                                          
An event changing the
breakdown of voting rights -
see Section C                                                                X
                                                                                                                  

3. Full name of person(s)
subject to the notification
obligation                                      Fidelity International Limited (FIL)
                                                                                                                        

4. Full name of shareholder                     See attached schedule
(s) (if different from 3.)
                                                                                                                       

5. Date of the transaction
and date on which the
threshold is crossed or
reached                                        Revised due to DTR rules


                                                                                 

6. Date on which issuer
notified                                       23 February 2007




A: Voting rights attached to shares

Class/type of shares     Situation previous to   Resulting situation after the triggering transaction
                         the Triggering
                         transaction

                         Number of   Number of   Number of    Number of Voting Rights % of Voting Rights
                         Shares      Voting      Shares
If possible using the                Rights
ISIN CODE                                        Direct       Direct      Indirect    Direct      Indirect

  ISIN - GB0002634946    30,591,887  30,591,887                           30,591,887                0.95%



B. Financial Instruments
Resulting situation after the triggering transaction
Type of Financial       Expiration Date      Exercise/Conversion Number of Voting      % of Voting Rights
Instrument                                   Period/Date         Rights that may be
                                                                 acquired if the
                                                                 instrument is
                                                                 exercised/converted





Total (A+B)

Number of Voting Rights                                % of Voting Rights

      30,591,887                                               0.95%



9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively
held, if applicable

                                                 See attached schedule




Proxy Voting:


10. Name of the proxy holder:                                         Fidelity International Limited
                                                                                  (FIL)


11. Number of voting rights proxy holder will cease/acquire to hold:               N/A


12. Date on which proxy holder will cease/acquire to hold voting                   N/A
rights:





13. Additional information:             As discussed with the FSA, prior to the implementation of the EU
                                        Transparency Directive, we aggregated the interests in shares of
                                        FMR Corp (FMR) and Fidelity International Limited (FIL) together
                                        for the purposes of shareholder reporting.  According to the new
                                        DTR rules we are now reporting the indirect holdings of FMR and
                                        FIL separately.  A separate notification is being submitted for
                                        FMR Corp.  Please note these holdings are correct as of close of
                                        business 21 February 2007.


14. Contact Name                                                 Laura Cotterell

15. Contact telephone number:                                     01737 837148


Annex to Notification of Major Interests in Shares


A: Identity of the person or legal entity subject to the notification obligation

Full name (including legal form for legal                 Fidelity International Limited (FIL)
entities)

Contact address (registered office for legal          Pembroke Hall, 42 Crow Lane, Pembroke, HM19
entities)                                                               Bermuda

Phone number                                                          01737 837148

Other useful information (at least legal                           Company Secretary
representative for legal persons)


B: Identity of the notifier, if applicable

Full name                                                  Fidelity Investments International

Contact address                                       Windmill Court XTW2B, Millfield Lane, Lower
                                                          Kingswood, Tadworth, Surrey KT20 6RB

Phone number                                                          01737 837148

Other useful information (e.g. functional            Authorised to make this filing under power of
relationship with the person or legal entity                            attorney
subject to the notification obligation)


C: Additional information

As discussed with the FSA, prior to the implementation of the EU Transparency Directive, we aggregated the interests in
shares of FMR Corp (FMR) and Fidelity International Limited (FIL) together for the purposes of shareholder reporting.
According to the new DTR rules we are now reporting the indirect holdings of FMR and FIL separately.  A separate
notification is being submitted for FMR Corp.  Please note these holdings are correct as of close of business 21
February 2007.


FIL
                                              BAE SYSTEMS PLC


Current ownership percentage:                               0.95%

Total shares held:                                          30,591,887

Shares in issue:                                            3,205,444,647

Fidelity International Limited (FIL) is the parent
holding company for various direct and indirect
subsidiaries, including Fidelity Fund Management
Limited (FFML), Fidelity Investment Services Ltd
(FISL), Fidelity Gestion (FIGEST), Fidelity
Investments Advisory (Korea) Limited (FIAKL),
Fidelity Investments Management (Hong Kong)
Limited (FIMHK), Fidelity Pension Management
(FPM), Fidelity Investments Japan (FIJ), and
Fidelity Investments International (FII), investment
managers for various non-US investment companies
and institutional clients.



                                                        MANAGEMENT
SHARES HELD     UK NOMINEE                              COMPANY

111,350         TRUST&CUST SVCS BK LTD, TOKO            FIJ
65,400          STATE STREET HONG KONG                  FIA(K)L
929,800         STATE STR BK AND TR CO LNDN (S          FPM
112,600         STATE STR BK AND TR CO LNDN (S          FIL
1,773,900       NORTHERN TRUST LONDON                   FPM
412,000         NORTHERN TRUST LONDON                   FIL
247,200         NORTHERN TRUST CO                       FIL
46,000          NORDDEUTSCHE LANDERSBANK                FIL
217,800         NOMURA TRUST AND BANKING                FIJ
48,402          MORGAN STANLEY LONDON                   FIL
219,900         MIDLAND SECURITIES SERVICES             FPM
876,000         MELLON BANK
326,900         MASTER TRUST BANK OF JAPAN              FIJ
683,600         JPMORGAN, BOURNEMOUTH                   FIL
1,548,300       JPMORGAN, BOURNEMOUTH                   FPM
6,030,252       JPMORGAN, BOURNEMOUTH                   FISL
6,522,355       JPMORGAN, BOURNEMOUTH                   FIL
622,500         HSBC BANK PLC                           FPM
29,300          DEXIA PRIVATBANK                        FPM
56,200          CHASE MANHTTN BK AG FRNKFRT (S          FPM
537,600         CDC FINANCE                             FIGEST
328,400         BROWN BROTHERS HARRIMAN & CO            FIL
366,792         BROWN BROTHERS HARRIMAN & CO            FIJ
3,727,935       BROWN BROS HARRIMN LTD LUX              FIL
207,200         BNP PARIBAS, PARIS                      FIL
668,950         BNP PARIBAS, PARIS (C)                  FIL
935,434         BERMUDA TRUST FAR EAST HK               FIM HK
2,042,600       BANK OF NEW YORK EUROPE LDN             FII
897,217         BANK OF NEW YORK BRUSSELS               FPM






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