BAE SYSTEMS Announces Executive Board Changes.

LONDON -- BAE Systems today announced the retirement of two executive directors. Michael Lester, Group Legal Director, and Mark Ronald, Chief Operating Officer, and President and Chief Executive Officer of BAE Systems Inc., will retire on 31 December 2006.

Philip Bramwell will join BAE Systems on 1 November 2006 and will succeed Michael Lester on 1 January 2007 in the role of Group Legal Director and legal advisor to the Board. He will be a member of the Company's Executive Committee.

Mark Ronald will be succeeded by Walt Havenstein, currently President of the Company's Electronics and Integrated Solutions operating group, on 2 January 2007. Walt will continue to serve on the Company's Executive Committee and will be appointed an executive director of BAE Systems plc on 2 January 2007.

Dick Olver, Chairman of BAE Systems said, "Michael and Mark have helped see BAE Systems through some very exciting times and their skills and experience have been invaluable to us. Michael has been with us since BAE Systems was formed and his wise counsel on a series of complicated deals has been hugely welcomed.

"Mark has been instrumental in developing and executing the Company's strategy on both sides of the Atlantic and his energy and knowledge as a stalwart of the industry have been invaluable. I would like to wish them both well."

About BAE Systems:

BAE Systems is the premier trans-Atlantic defense 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 more than 100,000 employees worldwide, BAE Systems' sales exceeded $28 billion in 2005.

Further information:

Michael Lester:

Michael joined The General Electric Company plc (GEC) as an Associate Director and Director of Legal Affairs in 1980. He was appointed a Director of GEC in December 1983 and Vice-Chairman in July 1994. Following the completion of the merger between British Aerospace Plc and Marconi Electronic Systems in 1999, he joined the Board of BAE Systems.

Mark Ronald:

Mark has been with BAE Systems since 1993, starting as President, Chief Executive Officer and a member of the Board of Directors of GEC-Marconi Hazeltine. In 1998 through to 1999 he formed and led Marconi North America, the consolidation of GEC's North American businesses. Late in 1999, he was appointed President and Chief Executive Officer BAE Systems North America, formed from the merger of British Aerospace North America and Marconi North America. Mark was appointed a Chief Operating Officer of BAE Systems plc in January 2002 and a member of the Board of BAE Systems plc in May 2002.

Philip Bramwell:

Philip joins BAE Systems from O2, where he steered the Group through a number of large scale, complex transactions, starting with the demerger of O2 from BT in 2001, followed by the corporate restructuring and SEC delisting in 2004 and culminating in the transaction with Telefonica earlier this year.

Previous to his time at BT and subsequently O2, Philip was Managing Partner of the Strategic Advisory Practice of the DDV Group in Brussels, one of Europe's leading specialist telecommunications consulting firms. Prior to that, he was Vice President of Corporate & Legal Affairs at Bellsouth Europe, working in a transatlantic role, based both in Europe and the U.S.

Walt Havenstein:

Prior to his current appointment as president of BAE Systems Electronics and Integrated Solutions, Walt served as Executive Vice President for BAE Systems North America at Rockville, Maryland. Before that, he was president of the Company's Information and Electronic Warfare Systems (IEWS) business. Previously, he served first as Executive Vice President and then as President of Sanders, a Lockheed Martin Company, and remained as President of the Unit after it was sold to BAE Systems in November 2000. Before joining Sanders in February 1999, he had been Vice President and General Manager of the Strategic Systems Division for Raytheon at Falls Church, Virginia.