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Xansa PLC (XAN)

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Monday 07 June, 2004

Xansa PLC

Director Shareholding

Xansa PLC
07 June 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 7 June 2004
for the purposes of Section 329 of the Companies Act 1985 that at 4 June 2004
Xansa Trustee Company Limited, trustee of the Inland Revenue approved Xansa All
Employee Share Ownership Plan ('AESOP') had transferred 10,966 Ordinary Shares
and had sold 8,275 Ordinary Shares at 83.5 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


The total holding of the AESOP Trust amounts to 12,100,470 Ordinary Shares.


7 June 2004




                      This information is provided by RNS
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