Director Shareholding

Pennon Group PLC
26 November 2002



                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

    PENNON GROUP PLC

2)  NAME OF DIRECTOR

    R J BATY

3)  Please state whether notification indicates that it is in respect of
    holding of the shareholder named in 2 above or in respect of a
    non-beneficial interest or in the case of an individual holder
    if it is a holding of that person's spouse or children under the
    age of 18 or in respect of an non-beneficial interest

    DIRECTOR

4)  Name of the registered holder(s) and, if more than one holder, the
    number of shares held by each of them. (If notified)

    -

5)  Please state whether notification relates to a person(s) connected
    with the Director named in 2 above and identify the connected person(s)

    -

6)  Please state the nature of the transaction. For PEP transactions
    please indicate whether general/single co PEP and if discretionary/non
    discretionary

    RE-INVESTMENT OF DIVIDENDS IN PEP

7)  Number of shares/amount of
    stock acquired

    73

8)   (N/A %)
    of issued Class



9)  Number of shares/amount
    of stock disposed

    -

10)  ( N/A %)
    of issued Class



11) Class of security

    ORDINARY

12) Price per share

    5.895p

13) Date of transaction

    26 NOVEMBER 2002

14) Date company informed

    26 NOVEMBER 2002

15) Total holding following this notification

    26,792
     
16) Total percentage holding of issued class following this notification

    -

     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant

    -

18) Period during which or date on which exercisable

    -

19) Total amount paid (if any) for grant of the option

    -

20) Description of shares or debentures involved: class, number.

    -

21) Exercise price (if fixed at time of grant) or indication that price
    is to be fixed at time of exercise

    -

22) Total number of shares or debentures over which options held
    following this notification

    -

23) Any additional information

    -

24) Name of contact and telephone number for queries

    -

25) Name and signature of authorised company official responsible for
    making this notification
     
    M L HEELEY - ASSISTANT COMPANY SECRETARY

    Date of Notification      26 NOVEMBER 2002
                

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