Director Shareholding

Serco Group PLC
24 April 2001

                                 SCHEDULE 11

         NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS


1)  Name of company
Serco Group plc


2)  Name of director
Iestyn Williams


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 a non-beneficial interest
Iestyn Williams


4)  Name of the registered holder(s) and, if more than one holder, the
    number of shares held by each of them (if notified)
Abacus (Nominees) Limited W0975


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


6)  Please state the nature of the transaction. For PEP transactions
    please indicate whether general/single co PEP and if discretionary/non
    discretionary
Purchase of shares through the DRIP (Dividend Re-Investment Plan)


7)  Number of shares/amount of
    stock acquired
6953


8)  Percentage of issued class
n/a


9)  Number of shares/amount
    of stock disposed
Nil


10) Percentage of issued class
n/a


11) Class of security
Ordinary 2p shares


12) Price per share
£4.025


13) Date of transaction
6 April 2001 (dividend payment date)


14) Date company informed
24 April 2001 following credit to relevant crest account


15) Total holding following this notification
n/a


16) Total percentage holding of issued class following this notification
n/a


If a director has been granted options by the company please complete the
following boxes

17) Date of grant
n/a


18) Period during which or date on which exercisable
n/a


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


20) Description of shares or debentures involved: class, number
n/a


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


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


23) Any additional information
n/a


24) Name of contact and telephone number for queries
Julie Hindley  01932 755900


25) Name and signature of authorised company official responsible for
    making this notification  Julie Hindley

    Date of Notification....24 April 2001..............................