Director/PDMR Shareholding

BAE SYSTEMS PLC
21 December 2007



BAE SYSTEMS plc



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





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



The Company was today notified of the acquisition by Phil Carroll, a Person
Discharging Managerial Responsibility ('PDMR'), on 20 December 2007 of 3,000
American Depositary Shares in BAE Systems plc at a price of USD 38.25 per
American Depositary Share.



(Note:  One BAE Systems plc American Depositary Share represents four BAE
Systems plc ordinary shares of 2.5 pence each.)



The transaction took place in the US on an OTC basis.  The underlying ordinary
shares are held in the name of Guaranty Nominees Limited.



21 December 2007






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