Director/PDMR Shareholding

Marks & Spencer Group PLC
22 November 2005


Issued: Tuesday 22 November 2005

        Marks and Spencer Group plc ('Marks & Spencer' or the 'Company')

    Notification of Transactions of Directors/Persons Discharging Managerial
                 Responsibility ('PDMRS') and Connected Persons



Performance Share Plan

It was confirmed on 21 November 2005 that on that day the following award under
the Marks and Spencer Group Performance Share Plan (the 'Performance Share Plan
') was made to the following Person Discharging Managerial Responsibility ('PDMR
') of the Company:


Name of PDMR                  Allocation of Performance Shares (see Note below)

Glen Tinton                                                             93,326


Note:

Under the Performance Share Plan, awards are granted as a conditional
allocation, where a participant will receive free Ordinary Shares in the Company
on the vesting of an award subject to continuing employment. The vesting of an
award will depend on the Company's adjusted earnings per share ('EPS')
performance over a fixed three-year performance period starting on the first day
of the financial year in which the awards were granted.

The adjusted EPS growth will be determined by comparing the Company's adjusted
EPS for the financial year prior to the grant of awards with its adjusted EPS
for the third financial year thereafter. Adjusted EPS will be calculated on the
same basis as stated in the Company's annual report and accounts (note 9, page
39) except in the case of the 2004/05 figure which has been calculated on a '
pro-forma' basis.

The pro-forma EPS figure for 2004/05 is 23.5p against the standard adjusted EPS
of 21.9p. These figures are calculated under UK GAAP. However, as subsequent
periods will be reported under IFRS, the pro-forma EPS figure needs to be
restated onto an IFRS basis to ensure comparability.  The pro-forma adjusted EPS
figure for 2004/05 has been restated to 22.2p.

The extent to which awards will vest will depend on the extent to which the
Company's average annual adjusted EPS growth exceeds inflation ('RPI') over the
three-year performance period on the following basis:


Average Annual EPS Growth  in excess of inflation      Percentage of award vesting
(RPI) over the three year performance period
Below 8%                                               0%
8%                                                     20%
15% or more                                            100%
Between 8% and 15%                                     Pro rata on a straight line basis


No consideration was paid for the grant of the award.


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