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News Release

Mike Turner - Performance Share Award

16 Oct 2007 | Ref. 327/2007

BAE Systems plc (the "Company") announces that it has on 16 October 2007 granted Mike Turner a performance-related conditional award over 231,618 ordinary shares in the Company ("Shares").  Mr Turner will not receive a grant under the Executive Share Option Plan or Performance Share Plan in respect of service in 2008.

The number of Shares under the share award (the "Share Award") has been calculated as £1,181,250 (being 1.25 times Mr Turner's basic salary) divided by 510p, being the market value of a Share averaged over the three business days ending 15 October 2007.

The Share Award will vest (without payment) subject to the satisfaction of certain performance targets by 31 August 2008.  These targets relate to continuing the successful implementation of the Company's business strategy; satisfaction of leadership objectives set by the Remuneration Committee; and achieving an orderly handover of key external relationships and facilitating an orderly succession to the chief executive role.  Any Shares which vest will be released in two equal tranches over the year following Mr Turner's retirement.

In tandem with the Share Award, Mr Turner has been granted a conditional cash award of £1,181,250.  This will be subject to the same performance targets, and will vest and be released on the same basis, as set out above.  Full details of these incentive arrangements will be provided to shareholders in due course in accordance with Listing Rule 9.4.2(2).


About BAE Systems

BAE Systems is the premier global defence and aerospace company delivering a full range of products and services for air, land and naval forces, as well as advanced electronics, information technology solutions and customer support services. With 96,000 employees worldwide, BAE Systems' sales exceeded £15 billion (US $27 billion) in 2006 *.
* On a pro forma basis, assuming BAE Systems had owned Armor Holdings Inc for the whole of 2006

For further information, please contact:

Charlotte Lambkin, BAE Systems
Tel: 01252 383836  Mob: 07770 381311
charlotte.lambkin@baesystems.com

John Neilson, BAE Systems
Tel: 01252 384795  Mob: 07802 337704
john.neilson@baesystems.com


Issued by:

BAE Systems, Farnborough, Hampshire GU14 6YU, UK
Tel: +44 (0) 1634 204758
www.baesystems.com


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