Directors Interests

National Grid Group PLC
19 June 2002


19 June 2002

National Grid Group plc (National Grid)

Notification of Changes in Directors' Interests

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National Grid notifies the following changes to Directors' beneficial

interests in NGG Ordinary Shares, following operation of the National Grid

Share Matching Plan, and grants of options under the National Grid Executive

Share Option Plan, on Tuesday 18 June 2002.



Share Matching Plan

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Three directors have acquired additional Ordinary shares, which were

purchased on their behalf at a price of 478.25p per share.



Shares Purchased:


    1. Mr E M Astle.     3,932

 2. Mr S J Holliday.     6,210


    3. Dr R J Urwin.    11,186



Following these purchases, each director has been granted a matching award

under the Share Matching Plan. The award is exercisable at a total exercise

price of £1, from 18 June 2005 to 18 June 2012 subject to the retention of

the original shares until the date of exercise.



Matching Awards:



1. Mr E M Astle.      6,553

2. Mr S J Holliday.  10,350

3. Dr R J Urwin.     18,644



National Grid Executive Share Option Plan.

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The above directors have also been granted options under

the Executive Share Option Plan, effective as of 18 June 2002, to

subscribe for Ordinary shares at an exercise price of 481.5p and

exercisable, subject to agreed performance criteria, during the

period of seven years from 18 June 2005. There was no payment for

the grants of options.



Options granted:

1. Mr E M Astle.         101,246

2. Mr W Davis.           179,791

3. Mr S J Holliday.      101,246

4. Mr R Sergel           172,836

5. Dr R J Urwin.         186,915



The total share interests of the above directors, following these changes, are:



1. Mr E M Astle.     305,683

2. Mr W Davis.       191,311

3. Mr S J Holliday.  343,434

4. Mr R Sergel       511,939

5. Dr R J Urwin.     835,957


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