Director/PDMR Shareholding

BAE SYSTEMS PLC
26 March 2008



BAE SYSTEMS plc



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



Notifications made in accordance with DTR 3.1.4R(1)(a) of the Disclosure Rules
and Transparency Rules:

(i)  The Company was notified today by the trustee of the BAE Systems ESOP
Trust, IFG Trust (Jersey) Limited, that Matching Shares (being ordinary shares
of 2.5p each in BAE Systems plc) were released under the BAE Systems Restricted
Share Plan on 25 March 2008 to the following Persons Discharging Managerial
Responsibilities (PDMRs) in line with the schedule set out below.   No
consideration was paid for the acquisition of these shares.  Some of the shares
were subsequently disposed of on 25 March 2008, as set out below.  The relevant
shares were disposed of at a consideration of 476.665 pence per share and these
transactions took place on the London Stock Exchange.




Name of PDMR                     Number of Matched Shares      Number of released Matched
                                 released                      Shares sold

Ian King                         37,950                        15,632
George Rose                      18,975                        7,816
Mike Turner                      37,950                        15,632
Nigel Whitehead                  7,590                         3,127





(ii)   The Company was notified today that the following PDMRs exercised options
over ordinary shares of  2.5 pence each in BAE Systems plc under the BAE Systems
Executive Share Option Plan at consideration of 264 pence per share on 25 March
2008.



Some of the shares deriving from the above exercise of options were subsequently
disposed of on 25 March 2008 as indicated below at a consideration of 477.3077
pence per share.  These transactions took place on the London Stock Exchange.


Name of PDMR                     No. of shares under option    No. of shares sold
                                 exercised

Alastair Imrie                   175,568                       175,586
George Rose                      284,090                       284,090
Mike Turner                      454,545                       454,545
Nigel Whitehead                  113,635                       107,174





(iii)   The Company was notified today that the following PDMRs exercised
options over ordinary shares of  2.5 pence each in BAE Systems plc under the BAE
Systems Performance Share Plan at nil consideration on 25 March 2008.  Some of
the shares were subsequently disposed of on 25 March 2008 as indicated below.
These transactions took place on the London Stock Exchange.


Name of PDMR                No. of shares under       No. of shares sold        Price per share at which
                            option exercised                                    sold

Walt Havenstein*            20,210                    5,328                     472.90 pence
Alastair Imrie              39,014                    39,014                    477.3077 pence
Ian King                    49,311                    24,066                    477.3077 pence
George Rose                 63,130                    63,130                    477.3077 pence
Mike Turner                 101,008                   101,008                   477.3077 pence
Nigel Whitehead             25,252                    22,019                    477.3077 pence



* In the case of Walt Havenstein, the above relates to a contingent award,
rather than an option, under the BAE Systems Performance Share Plan.



(iv)  The Company was today notified by the trustee of the BAE Systems ESOP
Trust, IFG Trust (Jersey) Limited, that the following PDMRs purchased ordinary
shares of 2.5p each in BAE Systems plc at a consideration of 485.5 pence per
share ('Investment Shares') under the BAE Systems Share Matching Plan on 26
March 2008.  The transaction took place on the London Stock Exchange and the
shares are held in the name of IFG Trust (Jersey) Limited.  The same PDMRs were
concurrently awarded a contingent interest in ordinary shares of 2.5p each in
BAE Systems plc at nil consideration ('Award Shares') also under the BAE Systems
Share Matching Plan.  The number of shares acquired were as follows:




Name of PDMR                        Number of Investment Shares         Number of Award Shares acquired
                                    acquired (beneficial interest)      (contingent interest)
Philip Bramwell                     41,132                              69,715
Alan Garwood                        5,141                               8,713
Walt Havenstein                     15,410                              26,118
Alastair Imrie                      45,315                              76,805
Ian King                            64,553                              109,411
George Rose                         30,849                              52,286
Mike Turner                         55,614                              94,261
Nigel Whitehead                     20,566                              34,857





(v)  The Company today granted options under the BAE Systems Performance Share
Plan to the following PDMRs as set out below:


Name of PDMR                                       Number of shares granted under option
Philip Bramwell                                    123,707
Alan Garwood                                       120,648
Walt Havenstein*                                   115,749
Alastair Imrie                                     130,844
Ian King                                           122,039
George Rose                                        122,039
Nigel Whitehead                                    118,949
Alison Wood                                        113,851



The above options granted on 26 March 2008 are over ordinary shares of 2.5p each
in BAE Systems plc at nil consideration.  The options are exercisable in three
tranches between 26.03.11 and 26.03.15 subject to the attainment of performance
conditions.



* In the case of Walt Havenstein, a conditional award of shares was granted on
26 March 2008 over ordinary shares of 2.5p each BAE Systems plc at nil
consideration as set out above.  The award vests in three tranches between
26.03.11 and 26.03.13 subject to the attainment of performance conditions.





26 March 2008






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