Transaction in Own Shares

BAE SYSTEMS PLC
05 April 2007

BAE Systems plc: Transaction in own shares

BAE Systems plc announces that it has purchased the following number of its
ordinary shares of 2.5p each on the London Stock Exchange via UBS Investment
Bank.

Ordinary shares:

Date of purchase:    05 April 2007

Number of ordinary shares purchased:  500,000

Highest price paid per share:      459.5p

Lowest price paid per share:       457.75p

Volume weighted average price paid per share: 458.6208p

BAE Systems plc intends to hold the purchased shares in treasury.

Following the purchase of these shares, BAE Systems plc holds 54,945,000 of its
ordinary shares in treasury and has 3,201,318,592 ordinary shares in issue
(excluding treasury shares).  This figure (3,201,318,592) represents the total
voting rights in the Company and may be used by shareholders as the denominator
for the calculations by which they can determine if they are required to notify
their interest in, or a change to their interest in the Company under the
Financial Services Authority's Disclosure and Transparency Rules.




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