Result of Equity Issue

BAE SYSTEMS PLC
08 May 2007

Regulatory Announcement

 This announcement is not for release, publication or distribution directly or
 indirectly in, or into, the United States, Canada, Japan or Australia, or any
  other jurisdiction where to do the same would constitute a violation of the
 relevant laws of such jurisdiction.  This announcement does not constitute an
 offer to sell or issue or the solicitation of an offer to buy or subscribe for
securities in the United States, Canada, Japan or Australia or any jurisdiction
                in which such offer or solicitation is unlawful.


BAE SYSTEMS PLC - RESULT OF PLACING

8 May 2007

BAE Systems plc ('BAE Systems') is pleased to announce the successful completion
of the placing which commenced this morning as announced yesterday 
(the 'Placing'). A total of approximately 174 million new ordinary shares of 
2.5 pence each in BAE Systems (the 'Placing Shares') have been placed by Hoare 
Govett Limited and UBS Limited at a price of 430 pence per Placing Share, 
raising £750 million before expenses.  The Placing Shares being issued represent 
approximately 5.5 per cent. of BAE Systems' issued ordinary share capital prior 
to the Placing.

The Placing Shares will, when issued, be credited as fully paid and will rank
equally in all respects with the existing ordinary shares of the Company,
including the right to receive all future dividends and other distributions,
other than the final dividend for the year ended 31 December 2006 of 6.9 pence
per ordinary share announced on 22 February 2007.  Subject to shareholder
approval, the final dividend will be paid on 1 June 2007 to shareholders
registered on 20 April 2007.  The ex-dividend date was 18 April 2007.

Application has been made for, and the Placing is conditional on, inter alia,
admission of the Placing Shares to listing on the Official List of the UK
Listing Authority and admission of the Placing Shares to trading on the London
Stock Exchange plc's main market for listed securities (together 'Admission').
It is expected that Admission will take place, and dealings in the Placing
Shares will commence, at 8.00am on 11 May 2007.

Issued by:
BAE Systems plc
London

For further information please contact:-

BAE Systems
         Investors:  Andy Wrathall             tel: [phone]
         Media:  Charlotte Lambkin             tel: [phone]

Hoare Govett (Joint Corporate Broker)
         Corporate Broking
         Neil Collingridge                     tel: [phone]
         Luke Simpson                          tel: [phone]
         Syndicate
         Jeremy Thompson                       tel: [phone]
         Tom Perry                             tel: [phone]

UBS Limited (Joint Corporate Broker)
        Corporate Broking
        Phil Shelley                           tel: [phone]
        James Archer                           tel: [phone]
        Syndicate
        Christopher Smith                      tel: [phone]
        Tom Johnson                            tel: [phone]


This announcement has been issued by and is the sole responsibility of BAE
Systems.

Hoare Govett Limited which is authorised and regulated by the Financial Services
Authority, is acting exclusively for BAE Systems and for no one else solely in
connection with the Placing and will not be responsible to anyone other than BAE
Systems for providing the protections afforded to the customers of Hoare Govett
Limited or for providing advice in relation to the Placing or any transaction or
arrangement referred to in this announcement.

UBS Limited, which is authorised and regulated by the Financial Services
Authority, is acting exclusively for BAE Systems and for no one else solely in
connection with the Placing and will not be responsible to anyone other than BAE
Systems for providing the protections afforded to the customers of UBS Limited
or for providing advice in relation to the Placing or any transaction or
arrangement referred to in this announcement.

This announcement is for information purposes only and does not constitute an
offer to sell or issue or the solicitation of an offer to buy or subscribe for
securities in any jurisdiction in which such offer or solicitation is unlawful,
or investment advice in any jurisdiction.  This announcement should not be
relied upon in any decision to acquire the Placing Shares or any other
securities in the capital of the Company.  Past performance is no guide to
future performance and persons needing advice should consult an independent
financial adviser.

This announcement is not an offer for sale within the United States of any
security of the Company. Securities of the Company, including its ordinary
shares, may not be offered or sold in the United States absent registration
under the U.S. securities laws or unless exempt from registration under such
laws.  The Placing Shares have not been and will not be registered under U.S.
securities laws or under the laws of any state of the United States.  No public
offering of securities of the Company is being made in the United States, the
United Kingdom or anywhere else.

Not for release, publication or distribution in, or into, the United States,
Canada, Japan or Australia, or any other jurisdiction where to do the same would
constitute a violation of the relevant laws of such jurisdiction.


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