Transaction in Own Shares

BAE SYSTEMS PLC
12 December 2006


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 Hoare Govett
Limited's affiliate, ABN AMRO Bank N.V., London Branch.

Ordinary shares:

Date of purchase: 12 December 2006

Number of ordinary shares purchased: 750,000

Highest price paid per share: 392.25p

Lowest price paid per share: 385p

Volume weighted average price paid per share: 389.980p

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

Following the purchase of these shares, BAE Systems plc holds 23,475,000 of its
ordinary shares in treasury and has 3,219,922,825 ordinary shares in issue
(excluding treasury shares).




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