Directors Interest

Centrica PLC
02 October 2002

02 October 2002

Centrica plc

Directors' interests - Long Term Incentive Scheme (LTIS)

Centrica plc announces that on 01 October 2002, a total of 4,918,497 ordinary
Centrica shares of 5 5/9 pence each ('shares') in respect of awards made under
the terms of the LTIS in October 1997 were released from trust. These awards,
which were subject to performance conditions*, were released by the trustees of
the scheme to a number of participants, including the executive directors
detailed below, following the completion of the three-year performance period in
October 2000 and expiry of the required two-year retention period. On release,
participants are liable to pay income tax at their marginal rate on the value of
the shares. Shares were sold at 165.46p on 01 October 2002 to satisfy this tax
liability and dealing charges.

The specific details of the release and disposals relating to the executive
directors are as follows:

Executive          Shares Released                   Shares sold                Net number of
director                                                                        shares transferred

Mike Alexander     205,184                           82,074                     123,110

Mark Clare         205,184                           82,074                     123,110

Roy Gardner        362,851                           145,141                    217,710

Roger Wood         226,782                           90,713                     136,069


Following the release and subsequent tax-related transactions, the executive
directors' holdings (excluding remaining allocations held under the LTIS and
subject to conditions) are:

Executive director Shares

Mike Alexander 328,099

Mark Clare 354,530

Roy Gardner 771,566

Roger Wood 366,011

As a matter of policy, executive directors are expected to retain a minimum
holding of shares in the Company to the value of once times base salary.

Allocations held by the above executive directors under the LTIS are reduced
accordingly to reflect this release.

The total number of shares in issue as at 02 October 2002 is 4,247,006,587

  • The performance conditions are linked to the Company's total shareholder
    return (TSR) relative to the returns of its FTSE 100 comparator group. The
    maximum award only vests if the Company's TSR over the performance period is
    ranked in 25th position or above of the 100 companies in the LTIS comparator
    group. At the conclusion of the performance period on 01 October 2000, the
    Company was ranked in fourth position in the LTIS comparator group.
  •

Enquiries: Media Relations 01753 494084

Investor Relations 01753 494900


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