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Xansa PLC (XAN)

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Monday 20 September, 2004

Xansa PLC

Director Shareholding

Xansa PLC
20 September 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 20
September 2004 for the purposes of Section 329 of the Companies Act 1985 that at
17 September 2004 Xansa Trustee Company Limited, trustee of the Inland Revenue
approved Xansa All Employee Share Ownership Plan ('AESOP') had sold 4,837
Ordinary Shares at 81 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.



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 12,909,247 Ordinary Shares.













20 September 2004








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