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Xansa PLC (XAN)

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Monday 28 July, 2003

Xansa PLC

Director Shareholding

Xansa PLC
28 July 2003

TO:     Regulatory News Service
        The London Stock Exchange

Re:  Chapter 16, Paragraph 13 of CONTINUING OBLIGATIONS

Xansa plc (the "Company") announces that it received notification on 28 July
2003 for the purposes of Section 329 of the Companies Act 1985 that at 25 July
2003 Xansa Trustee Company Limited, trustee of the Inland Revenue approved Xansa
All Employee Share Ownership Plan ('AESOP') had transferred 14,707 Ordinary
Shares and had sold 3,068 Ordinary Shares at 98.5 pence each on behalf of
participants leaving the AESOP.

The AESOP Trust is a discretionary trust for the benefit of employees of the
Company and its subsidiaries, which operates in conjunction with the Company's
AESOP and holds Ordinary Shares purchased by employees under the Partnership and
Matching shares section of AESOP as well as holding Ordinary Shares required for
Matching.

Executive directors who are potential beneficiaries of the AESOP are;

            Mrs L K Barrat
            Mr A R Cox
            Mr P R Gill
            Mr S R Weston
            Mr A L Wood

The total holding of the AESOP Trust amounts to 13,562,171 Ordinary Shares.


28 July 2003


                      This information is provided by RNS
            The company news service from the London Stock Exchange