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GKN PLC (GKN)

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Tuesday 11 June, 2002

GKN PLC

Director Shareholding

GKN PLC
11 June 2002


                   Directors' Interests in Shares of GKN plc


On 11 June 2002, GKN Quest Trustee (No.2) Ltd, the trustee of the discretionary
trust established by deed on 8 November 2001 to facilitate the operation of the
GKN SAYE Share Option Schemes (the 'Schemes'), subscribed for 22,285 50p
ordinary shares of GKN plc at 328.25p per share, representing less than 0.01% of
the current issued share capital.  The shares were immediately transferred by
GKN Quest Trustee (No.2) Ltd to employees who had validly exercised options
granted under the Schemes in respect of such shares.

The Executive Directors of GKN plc are potential beneficiaries under the
discretionary trust (together with all other UK employees of the GKN Group) and
are therefore interested in the shares whilst they are held by GKN Quest Trustee
(No.2) Ltd.


G. Denham
Company Secretary


11 June 2002


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