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Xansa PLC (XAN)

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Tuesday 11 January, 2005

Xansa PLC

Director Shareholding

Xansa PLC
11 January 2005



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 11 January
2005 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 143,369 of the Company's
ordinary shares of 5 pence each ("Ordinary Shares") on 11 January 2005 at 94
pence each from the Xansa Qualifying Employee Share Ownership Trust ("Xansa
QUEST").  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 5,835 "Matching" shares being provided out of the AESOP Trust and 137,534 "
Matching" shares being provided out of the Xansa QUEST and into the AESOP Trust
at nil cost.  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 the AESOP.



Except where otherwise referred to, the directors named below were allocated 266
Ordinary Shares each (133 "Partnership shares and 133 "Matching shares) having
elected to participate in the AESOP.



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:                 119,443

Mr P R Gill:                 31,913

Mr S R Weston:               22,225



As a result of the above transactions, the total holdings of the AESOP and Xansa
QUEST amount to 16,833,504 and 8,488,796 Ordinary Shares respectively.





11 January 2005


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