Director/PDMR Shareholding

Marks & Spencer Group PLC
08 June 2006





Issued: Thursday 8 June 2006



        Marks and Spencer Group plc ('Marks & Spencer' or the 'Company')
    Notification of Transactions of Directors/Persons Discharging Managerial
                 Responsibility ('PDMRs') and Connected Persons


1.                Deferred Share Bonus Plan


It was confirmed on 7 June 2006 that on 5 June 2006 the following awards under
the Marks and Spencer Group Deferred Share Bonus Plan were made to Directors and
to Persons Discharging Managerial Responsibility ('PDMRs') of the Company:


Name of Director                       Allocation of Deferred Bonus Shares
                                       (see Note below)
Stuart Rose 1                                            35,125
Ian Dyson                                                48,579
Steven Sharp                                             64,772


Name of PDMR                           Allocation of Deferred Bonus Shares
                                       (see Note below)
Kate Bostock                                             25,404
Keith Cameron                                            27,797
Clem Constantine                                          1,406
Flic Howard-Allen                                        18,043
Matthew Hudson                                           13,751
Stuart McIvor                                            16,391
Andrew Moore                                              9,987
Graham Oakley                                            45,681
Simon Ratcliffe                                          19,318
Steve Rowe                                               17,521
Anthony Thompson                                         33,736
Glen Tinton                                               8,439
Richard Wolff                                            22,547



1 The Remuneration Committee agreed that Stuart Rose was entitled to receive
£519,000 out of his Deferred Share Bonus award in cash, provided this is donated
to his charity of choice (Friends of Mvumi Secondary School, Tanzania). In turn
he is released from his promise to gift to that same charity any gains on his
share options (granted in 2004), up to a share price of £4.00. His bonus
deferred into shares is therefore the equivalent of £193,187.



Note:

The above awards were made under the Company's Annual Bonus Scheme. This
requires executive directors and PDMRs to defer 50% of the bonus earned into
shares in the Deferred Share Bonus Plan. For the purposes of this calculation
the grant was made at a share price of 550p.  The shares will be held for 3
years. There will be no match paid against these deferred shares, although the
value of dividends accrued will be paid at the end of the period.



The Annual Bonus Scheme is designed to focus and reward executives for specific
operational improvements which will drive the Company's recovery. The targets
for the Company are determined annually by the Remuneration Committee and for
2005/06 incorporated a mixture of profit before tax and business unit sales and
profit. The targets for executive directors were entirely based on the delivery
of corporate profit before tax.



1.                Purchase of Shares



The Company was informed on 7 June 2006 that on 5 June 2006, the following PDMRs
purchased Marks and Spencer Group plc Ordinary Shares of 25p each, purchased in
London at a price of 551p.


Name of PDMR                                      No. of Shares Acquired
Guy Farrant                                                19,977
Andrew Moore                                                2,530
Andrew Skinner                                             12,598



2.                Shareholdings of Directors and PDMRs



Following the above notifications, excluding any conditional allocation of
shares granted under the Deferred Share Bonus Plan, shareholdings of Directors
and PDMRs, including those of their Connected Persons, are confirmed as follows:


Name of Director/PDMR                 Total Holding of Ordinary    Total  Percentage 
                                       Shares                      Holding
Kate Bostock                                    6,560                   De minimis
Lord Burns                                      6,618                   De minimis
Clem Constantine                               20,000                   De minimis
Jeremy Darroch                                  2,000                   De minimis
Ian Dyson                                      60,000                   De minimis
Guy Farrant                                    44,005                   De minimis
Steven Holliday                                 2,500                   De minimis
Flic Howard-Allen                               5,244                   De minimis
Matthew Hudson                                  6,562                   De minimis
Jack Keenan                                    53,238                   De minimis
Kevin Lomax                                    16,190                   De minimis
Andrew Moore                                    3,830                   De minimis
David Michels                                   4,000                   De minimis
Paul Myners                                   278,741                   De minimis
Graham Oakley                                  66,695                   De minimis
Louise Patten                                   4,000                   De minimis
Stuart Rose                                   500,416                   De minimis
Steve Rowe                                      8,420                   De minimis
Steven Sharp                                   27,816                   De minimis
Andrew Skinner                                 34,288                   De minimis
Anthony Thompson                                1,293                   De minimis
Glen Tinton                                    33,258                   De minimis
Alastair Tipple                                13,256                   De minimis
Richard Wolff                                  43,185                   De minimis



The above information has been disclosed under DR 3.1.4R (1) and, where
applicable, in accordance with section 324 (as extended by section 328) of the
Companies Act 1985.  As a result of further information received in respect of
PDMR's holdings, including those of their Connected Persons, the above includes
a revision to the shareholdings of

Steve Rowe, Andrew Skinner and Alastair Tipple announced on 26 May 2006.



For further information, please contact:

Sue Sadler               Marks & Spencer Corporate PR      020 8718 8642

Clair Foster             Marks & Spencer Corporate PR      020 8718 8323


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