Director/PDMR Shareholding

BAE SYSTEMS PLC
02 June 2006

BAE SYSTEMS plc


NOTIFICATION OF TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES
OR THEIR CONNECTED PERSONS

Notification made in accordance with Section 324 (as extended by Section 328) of
the Companies Act 1985 and Disclosure rule 3.1.4R(1)(a) of the Disclosure Rules.

The Company was notified on 2 June 2006 by the trustee of the BAE Systems Share
Incentive Plan, Hill Samuel ESOP Trustees Limited, that on 1 June 2006 the
following Persons Discharging Managerial Responsibilities ('PDMRs') each
acquired the number of ordinary shares of 2.5p each listed below in the share
capital of BAE Systems plc following the reinvestment of dividends payable on
ordinary shares held in the BAE Systems Share Incentive Plan:

Chris Geoghegan - four shares
Alastair Imrie - thirteen shares
Ian King - nine shares
Michael Lester - thirteen shares
Steve Mogford - nine shares
George Rose - thirteen shares
Michael Rouse - four shares
Mike Turner- thirteen shares
Nigel Whitehead - four shares

The shares were acquired at a price of 383.75 pence per share on 1 June 2006 and
are held in the name of Lloyds TSB Registrars Corporate Nominee Limited.  The
transactions took place on the London Stock Exchange.

2.  Notification made in accordance with Disclosure rule 3.1.4R(1)(b) of the
Disclosure Rules.

The Company has today been notified by the trustee of the BAE Systems Share
Incentive Plan, Hill Samuel ESOP Trustees Limited, that the trustee has
transferred 15,529 ordinary shares of 2.5 pence each in BAE Systems plc for nil
consideration from Lloyds TSB Registrars Corporate Nominee Limited AESOP1
(allocated shares) to Lloyds TSB Registrars Corporate Nominee Limited AESOP2
(unallocated shares).  The transfer was made following the forfeiture of shares,
under the Rules of the BAE Systems Share Incentive Plan, from participants who
have left the BAE Systems group.

Each of the following individuals, as executive directors, are deemed, along
with certain other group employees, to have an interest in the aggregate balance
of 51,991 shares now held by Lloyds TSB Registrars Corporate Nominee Ltd AESOP2
(unallocated shares):

•  Chris Geoghegan
•  Michael Lester
•  Steve Mogford
•  Mark Ronald
•  George Rose
•  Mike Turner.


2 June 2006






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