Director Shareholding-Replace

Pennon Group PLC
8 October 2003


The following amendment has been made to the 'Director Shareholding'
announcement released on 7 October 2003 at 16:13 under RNS No 6315Q.

The 'Price per share' in Section 12 should read 605p and not 6.05p as 
previously disclosed. 

All other details remain unchanged.

The full amended text is shown below.

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                                     SCHEDULE 11

     NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS


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

    REINVESTMENT OF DIVIDENDS IN PEP

7)  Number of shares/amount of
    stock acquired

    92

8)  Percentage of issued Class

    -

9)  Number of shares/amount
    of stock disposed

    -

10) Percentage of issued Class

    -

11) Class of security

    ORDINARY

12) Price per share

    605P

13) Date of transaction

    7 OCTOBER 2003

14) Date company informed

    7 OCTOBER 2003

15) Total holding following this notification

    28,625

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
    Date of Notification      8 OCTOBER 2003                           


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