Performance Share Plan

National Grid Transco PLC
09 June 2004



9th June 2004

National Grid Transco plc ('National Grid Transco')

Notification of Changes in Directors' Interests

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Performance Share Plan

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On 8 June 2004, the following Directors were granted an award of shares under
the National Grid Transco Performance Share Plan, calculated by reference to a
share price of 424.875p. The extent to which awards will vest will depend upon
the company's Total Shareholder Return ranking in the comparator group measured
over 3 years from 1 July 2004 and, subject to that performance, the shares will
be transferred to participants net of deductions on 8 June 2008.

       Director                                  Number of shares

1.     Mr E M Astle                                   110,326
2.     Mr S J Holliday                                117,681
3.     Mr S C B Lucas                                 116,210
4.     Dr R J Urwin                                   198,587
5.     Mr N P Winser                                   98,558



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



       Director                                 Number of shares

1.     Mr E M Astle                                   816,421
2.     Mr S J Holliday                                629,977
3.     Mr S C B Lucas                                 536,773
4.     Dr R J Urwin                                 1,375,565
5.     Mr N P Winser                                  387,276


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