Director Shareholding

Totally PLC
20 November 2001

                                 SCHEDULE 11

         NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS


1)  Name of company
TOTALLY PLC


2)  Name of director
RICHARD CHARLES BRENNER


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

IN RESPECT OF DIRECTOR NAMED IN 2 ABOVE

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

GRANTING OF EMI OPTIONS

7)  Number of shares/amount of
    stock acquired



8)  Percentage of issued class



9)  Number of shares/amount
    of stock disposed



10) Percentage of issued class



11) Class of security



12) Price per share



13) Date of transaction



14) Date company informed



15) Total holding following this notification



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

21ST NOVEMBER, 2001

18) Period during which or date on which exercisable

BETWEEN 21ST NOVEMBER, 2003 AND 21ST NOVEMBER, 2011

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

NIL

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

250,000 ORDINARY SHARES OF 1P EACH

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

2.75P

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

250,000 ORDINARY SHARES

23) Any additional information



24) Name of contact and telephone number for queries

RICHARD BRENNER - 020 7692 6934

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


RICHARD BRENNER


    Date of Notification 21ST NOVEMBER, 2001