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Xansa PLC (XAN)

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Tuesday 12 July, 2005

Xansa PLC

Director/PDMR Shareholding

Xansa PLC
12 July 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 July
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 138,579 of the Company's
ordinary shares of 5 pence each ("Ordinary Shares") on 11 July 2005 at 91.5
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 52,637 "Matching" shares being provided out of the AESOP Trust and 85,942 "
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 272
Ordinary Shares each (136 "Partnership shares and 136 "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:              125,237

Mr S R Weston:            23,799



The Company further announces that it received notification on 11 July 2005,
that at 8 July 2005, Xansa Trustee Company Limited had sold 28,339 Ordinary
Shares at 91.25 pence each on behalf of participants leaving the AESOP.



Directors who are potential beneficiaries of the AESOP are:



Mrs L K Barrat

Mr A R Cox

Mr S R Weston



As a result of the above transactions, the total holdings of the AESOP and Xansa
QUEST amount to 17,521,308 and 7,249,378 Ordinary Shares respectively.



These notifications relate both to a transaction notified in accordance with DR
3.1.4R(1)(a) and DR 3.1.4(R)(1)(b) of the Disclosure Rules, the latter being a
disclosure made in accordance with section 324 (as extended by section 328) of
the Companies Act 1985.





12 July 2005


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