Director Shareholding

Stock Exchange Notification                          

                The Berkeley Group Holdings plc (the "Company")                

         Notification of Interests of Directors and Connected Persons          

Following the Introduction to the Official List of The Berkeley Group Holdings
plc and the dealings by the directors detailed in this announcement, the
beneficial holdings of the directors of the Company are notified below.

Exercise of Options

On 26 October 2004, Mr R C G Perrins exercised 10,000 options to acquire shares
in The Berkeley Group plc ("Berkeley"), under The Berkeley Group plc Executive
Share Option Scheme 1996 at a price of 650p per share (0.008% of the issued
share capital) and 3,676 options under The Berkeley Group plc Executive Share
Option Scheme 1996 at a price of 640.2p per share (0.003% of the issued share
capital). By virtue of the Articles of Association of Berkeley the shares
acquired were exchanged for the same number of units each comprising one
ordinary share, one 2004 B Share, one 2006 B Share, one 2008 B Share and one
2010 B Share in the Company ("Units"). Mr Perrins retained 13,676 Units, which
following this notification increases his beneficial holding in the Company to
40,976 Units (0.034% of the issued share capital).

Following the Berkeley Scheme of Arrangement becoming effective on 26 October
2004 and in accordance with proposals made to holders of options granted under
various Berkeley option plans in connection therewith, on 26 October 2004, Mr A
W Pidgley:

 i. exercised 4,803 options granted under The Berkeley Group plc 2000 Approved
    Share Option Plan (0.004% of the issued share capital) at a price of 624.5p
    per share. By virtue of the Articles of Association of Berkeley the shares
    acquired were exchanged for the same number of Units. Mr Pidgley retained
    4,803 Units, which following this notification increases his beneficial
    holding in the Company to 2,001,401 Units (1.657% of the issued share
    capital). Mr Pidgley's non-beneficial holding remains unchanged at 19,183
    Units (0.016% of the issued share capital); and
   
ii. elected to release 200,678 options granted on 30 April 2003 at 624.5p per
    share under The Berkeley Group plc 2000 Share Option Plan and 158,646
    options granted on 19 April 2004 at 945.5p per share under The Berkeley
    Group plc 2000 Share Option Plan, for a conditional cash compensation
    payment. The cash payment for each share in The Berkeley Group plc to which
    Mr Pidgley would have been entitled on exercise will be the difference
    between the exercise price and the average price of a Berkeley share over
    the 10 business days prior to the date the Court approved the Scheme of
    Arrangement. The conditional cash compensation payments will be payable
    (less any Income Tax and National Insurance Contributions) at the normal
    date of exercise.
   
LTIP Awards

Following the Scheme of Arrangement becoming effective on 26 October 2004,
awards were made by the Remuneration Committee under The Berkeley Group
Holdings plc 2004(b) Long Term Incentive Plan to the directors of the Company
over 21,321,361 Units as follows:

Name              Percentage of     Number of
                         issued         Units
                       ordinary   equating to
                  share capital    Percentage
                      after the              
                  Return of £12              
                       per Unit              
                                             
A W Pidgley                  8%    11,371,393
                                             
A Carey                    2.5%     3,553,560
                                             
G J Fry                    1.5%     2,132,136
                                             
R C G Perrins                3%     4,264,272

Awards under this plan will be released to the directors only after
Shareholders have been paid in full the Return of £12 per Unit by 31 January
2011. Full details of the incentive plan and the return of capital to
Shareholders are set out in the Circular to Berkeley shareholders dated 24
August 2004.

Units acquired

On 27 October 2004, Mr David Howell, a Non Executive Director of the Company,
acquired 4,000 Units (0.003% of the issued share capital) at £11.90 per Unit.

Beneficial Holdings

Following the Introduction to the Official List of The Berkeley Group Holdings
plc and the transactions listed above, the beneficial holdings of the directors
of the Company are as follows:

Name                  Number of Percentage of
                          Units  issued share
                                      capital
                                             
R Lewis                  40,000         0.033
                                             
A W Pidgley           2,001,401         1.657
                                             
A Carey                 183,765         0.152
                                             
G J Fry                 100,099         0.083
                                             
R C Perrins              40,976         0.034
                                             
D Howell                  4,000         0.003
                                             
V M Mitchell              1,500         0.001
                                             
H A Palmer                5,000         0.004

E Taylor

Secretary

Dated: 27 October 2004