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Remuneration report

Table A: Directors’ interests


The table below gives details of the interests in ordinary shares in BAE Systems plc held by directors and their connected persons for those individuals who were directors of the Company as at 31 December 2007. There have been no changes in the interests of the current directors listed in the table below between 31 December 2007 and 20 February 2008 with the exception of the interests in ordinary shares of Ian King and George Rose who have each acquired an additional 77 ordinary shares since 31 December 2007 under the partnership and matching shares elements of the Share Incentive Plan so that their beneficial shareholdings at the date of this report stood at 317,974 and 538,109 respectively.

Directors’ interests

As at 1 January 2007*
Ordinary
shares		 Options Restricted
Share Plan		 Share
Matching
Plan		 Performance
Share Plan		 Performance
Share
Award
P J Carroll 1 – – – – – –
C V Geoghegan 2 143,150 1,411,363 42,764 – 722,231 –
M J Hartnall 20,000 – – – – –
W P Havenstein 3 37,484 466,586 10,249 – 278,788 –
A G Inglis 4 – – – – – –
I G King 5 164,002 1,186,815 75,627 – 638,707 –
Sir Peter Mason 25,283 – – – – –
R L Olver 40,000 – – – – –
R Quarta – – – – – –
G W Rose 354,950 1,660,221 33,971 – 803,817 –
Sir Nigel Rudd – – – – – –
M J Turner 435,880 2,446,712 137,924 – 1,363,562 –
P A Weinberg – – – – – –


As at 31 December 2007
Ordinary
shares		 Options Restricted
Share Plan		 Share
Matching
Plan		 Performance
Share Plan		 Performance
Share
Award
P J Carroll 1 12,000 – – – – –
C V Geoghegan 2 199,304 1,362,269 22,770 – 681,305 –
M J Hartnall 20,000 – – – – –
W P Havenstein 3 72,328 327,640 10,249 18,947 303,607 –
A G Inglis 4 – – – – – –
I G King 5 317,897 1,270,250 37,950 46,410 552,675 –
Sir Peter Mason 25,283 – – – – –
R L Olver 40,000 – – – – –
R Quarta – – – – – –
G W Rose 538,032 768,769 18,975 – 675,994 –
Sir Nigel Rudd 11,400 – – – – –
M J Turner 560,867 1,500,021 37,950 109,529 1,291,048 231,618
P A Weinberg – – – – – –

* or upon appointment
1 the ordinary shares held by Phil Carroll are represented by 3,000 American Depositary Shares
2 retired as a director on 31 December 2007
3 appointed as a director on 2 January 2007. The option figures for Walt Havenstein include Stock Appreciation Rights under the Executive Share Option Plan.
4 appointed as a director on 13 June 2007
5 appointed as a director on 1 January 2007

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