Director Shareholding

BP PLC
28 February 2002


TO:  COMPANY ANNOUNCEMENTS OFFICE


We write to notify you that arising out of the operation of the Company's Long
Term Performance Plan, the directors listed below acquired a potential interest
in the number of the Company's shares shown opposite his name on 19 February
2002 as a consequence of the Company's Remuneration Committee making an award of
such shares to him:

Mr W.D. Ford          17,078 ADS
                      (equivalent to 102,468 Ordinary Shares)

Dr B.E. Grote         17,500 ADS
                      (equivalent to 105,000 Ordinary Shares)

We are advised on 27 February 2002 by the Trustee of the BP Employee Share
Ownership Trust that it purchased 34,578 BP ADSs @ $49.1984 per ADS on 25 
February 2002 to satisfy this award.

FROM:   BP PLC



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