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Xansa PLC (XAN)

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Tuesday 12 August, 2003

Xansa PLC

Doc re. AGM Statement

Xansa PLC
12 August 2003

TO:     Regulatory News Service
            The London Stock Exchange

Re:  Chapter 9, Paragraphs 9.31 and 9.32 of Continuing Obligations

Xansa plc (the "Company") announces that the documents, listed below, are now
available for inspection at the UK Listing Authority's Document Viewing
Facility, which is situated at:

Financial Services Authority
25 The North Colonnade
Canary Wharf
E14 5HS

Tel. No.:  020 7066 1000

1.                  Xansa plc Report and Accounts 2003;
2.                  Xansa plc Chairman's Explanatory Letter and Notice of Annual
                    General Meeting 2003; and
3.                  Xansa plc Form of Proxy 2003.

Re:  Chapter 16, Paragraph 13 of CONTINUING OBLIGATIONS

The Company further announces that it received notification on 12 August 2003
for the purposes of Section 329 of the Companies Act 1985 that Xansa Trustee
Company Limited, trustee of the Inland Revenue approved Xansa All Employee Share
Ownership Plan ('AESOP') had purchased 149,080 of the Company's ordinary shares
of 5 pence each ("Ordinary Shares") on 11 August 2003 at 119.5 pence each. The
Ordinary Shares had been purchased under the "Partnership" shares section of the
AESOP from funds received from participating eligible employees.

Under the terms of the AESOP, "Partnership" shares are matched on a 1:1 basis
with "Matching" shares provided out of the AESOP Trust.  The 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 "

Except where otherwise referred to, the directors named below were allocated 208
Ordinary Shares each (104 "Partnership" shares and 104 "Matching" shares) having
elected to participate in the AESOP.  Mr A R Cox was allocated 210 Ordinary
Shares (105 "Partnership" shares and 105 "Matching shares).  This small
difference in the allocation arises because he had a different level of residual
contributions available for investment.

As a consequence, the beneficial and non-beneficial interests in Ordinary Shares
(excluding options) of the directors listed below have increased to:

            Name:                         Ordinary Shares

Mr A R Cox:                 37,389
Mrs H M Cropper:            4,736,875
Mr P R Gill:                21,384
Mr S R Weston:              13,021
Mr A L Wood:                1,923,837

The total holding of the AESOP Trust amounts to 13,685,085 Ordinary Shares.

The Company, further announces that it received notification on 12 August 2003
under sections 198-208 of the Companies Act 1985 (as amended) (the "Act") that
as at the close of business on 11 August 2003, Standard Life Group became
interested for the purposes of the Act in 10,209,349 Ordinary Shares.

At the close of business on 11 August 2003, these Ordinary Shares represented
3.048% of the issued share capital of the Company.

12 August 2003

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