Director/PDMR Shareholding

London Stock Exchange Group PLC
01 June 2006

LONDON STOCK EXCHANGE GROUP PLC (THE COMPANY)

1 june 2006



NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITY OR CONNECTED PERSONS

Acquisition of shares under the terms of the London Stock Exchange 2004 Long
Term Incentive Plan

On 1 June 2006 London Stock Exchange Group plc was notified that on 31 May 2006
Mourant & Co Trustees Limited, the trustee of the London Stock Exchange Employee
Benefit Trust, purchased 4,153 ordinary shares of 6 79/86 pence each in the
Company (Shares) on behalf of the senior executive noted below who is
participating in the London Stock Exchange Long Term Incentive Plan 2004 (the
LTIP) whereby an employee undertakes to use a percentage of their bonus to
purchase Shares in the Company (Investment Shares) and, in return, are granted a
matching award of Shares.

In return for the senior executive purchasing Investment Shares the Company has
granted him matching awards over such number of Shares that equals two times the
number of Shares that the director and senior executives could have bought had
the investment of his or her bonus been made on a pre-tax basis (the Matching
Award).

The following senior executive (being a person discharging managerial
responsibilities) acquired interests in Shares under the LTIP as follows:

Director/PDMR     Number and percentage of Number of Shares         Total beneficial holding of
                  issued class of          conditionally awarded    Shares and total percentage
                  Investment Shares        under the Matching Award beneficial holding following
                  purchased of which the                            notification
                  trustee is the
                  registered holder

Nic Stuchfield    4,153 at £11.11 per      15,371                   197,416 (of which 168,841
                  share                                             are unvested)

                  0.002%                                            0.09%



To be eligible to receive the Matching Award, directors and senior executives
must leave their Investment Shares in the trust and remain in employment for a
period of three years from the date of grant of the Matching Award.  The actual
number of Shares transferred to a director or senior executive on the vesting of
the Matching Award will depend on the extent to which a corporate performance
target (which relates to the Company's Total Shareholder Return relative to a
group of comparator companies) is satisfied over the three-year vesting period.

Full details of the LTIP are provided in the report on directors' remuneration
in the London Stock Exchange Group plc 2005 Annual Report.

This notification relates to a disclosure made in accordance with Disclosure
Rule 3.1.4R(1)(a).

Name of contact and telephone number for queries



Lisa Condron, Company Secretary Tel: [phone]



Name and signature of duly authorised officer of issuer responsible for making
notification



Lisa Condron



Date of notification



1 June 2006




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