Transaction in Own Shares

BAE Systems plc (the "Company"): Transaction in own shares

BAE Systems plc announces that it has purchased the following number of its ordinary shares of 2.5p each via The Royal Bank of Scotland NV (London Branch). BAE Systems plc intends to hold the purchased shares in treasury.

Date of purchase: 28 May 2010

Number of ordinary shares purchased: 1,140,000

Highest price paid per share: 324.30p

Lowest price paid per share: 319.00p

Volume weighted average price paid per share: 322.14p

Following the purchase of these shares, BAE Systems plc holds 140,285,927 of its ordinary shares in treasury and has 3,446,539,699 ordinary shares in issue (excluding treasury shares).