Director Shareholding

Worthington Group PLC
11 December 2001

                                 SCHEDULE 11

         NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1.  Name of Company

    Worthington Group plc

2.  Name of Director

    Sydney Friedland

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

    As 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)

    Pypar Securities Limited - 375,000
    Fabian Friedland - 7,526,250

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

    As in 2 above

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

    Purchase

7.  Number of shares/amount of stock acquired

    200,000

8.  Percentage of issued class

    0.17%

9.  Number of shares/amount of stock disposed

    N/A

10. Percentage of issued class

    N/A

11. Class of security

    Ordinary 10p Shares

12. Price per share

    5p

13. Date of transaction

    Not disclosed

14. Date company informed

    7th December 2001

15. Total holding following this notification

    7,901,250

16. Total percentage holding of issued class following this notification

    6.7%

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

     Stephen Fletcher, [phone]

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

     Stephen Fletcher, Finance Director

Date of Notification: 11th December 2001