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Xansa PLC (XAN)

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Monday 09 February, 2004

Xansa PLC

Director Shareholding etc.

Xansa PLC
09 February 2004



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 9 February
2004 for the purposes of Section 329 of the Companies Act 1985 that at 6
February 2004 Xansa Trustee Company Limited, trustee of the Inland Revenue
approved Xansa All Employee Share Ownership Plan ('AESOP') had transferred
685,353 Ordinary Shares and had sold 89,935 Ordinary Shares at 89.75 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


The total holding of the AESOP Trust amounts to 12,703,614 Ordinary Shares.



Re:  Chapter 9, Paragraph 11 of CONTINUING OBLIGATIONS



The Company further announces that it received notification on 9 February 2004
under sections 198-208 of the Companies Act 1985 (as amended) (the "Act") that
as at the close of business on 3 February 2004, Lehman Brothers International
(Europe) no longer had a notifiable interest in the Company's ordinary shares of
5 pence each.



9 February 2004




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