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Pennon Group PLC (PNN)

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Thursday 29 September, 2005

Pennon Group PLC

Director/PDMR Shareholding

Pennon Group PLC
29 September 2005




Pennon Group Plc announces that it received notification on 28 September 2005
pursuant to DR3.1.2R and Section 324 (as extended by Section 328) of the
Companies Act 1985 as follows:
(1)  Pursuant to the rules of the Company's Restricted Share Plan ('the Plan') 
     the following Ordinary shares of 111p each in the Company vested in its
     three Executive Directors (being persons discharging managerial
     responsibilities) on 26 September 2005 in England.

            Mr R J Baty                     -           9,257
            MR C I J H Drummond             -           9,257
            Mr D J Dupont                   -           7,347

     These shares were awarded to the Executive Directors in September 2002 and 
     held in trust by Pennon Share Plans (Guernsey) Limited ('the Plan Trustee') 
     until vesting which was conditional upon the satisfaction of a Total 
     Shareholder Return performance condition in accordance with the terms of 
     the Plan.  The shares which vested represent 50% of the Award as the 
     performance condition was partially met.  The balance of 50% lapsed on the 
     same day.  The value of the shares on the date of vesting and lapsing was 

(2)  Also in accordance with the rules of the Plan the following Ordinary shares 
     of 111p each of the Executive Directors (from the above shares which vested 
     on 26 September 2005) were sold by the Plan Trustee at a price of 1067p 
     each on 26 September 2005 in England to meet the income tax and National
     Insurance Contribution liabilities of the Executive Directors arising from 
     the vesting of the shares.

          Mr R J Baty                      -           3,796
          Mr C I J H Drummond              -           3,796
          Mr D J Dupont                    -           3,013
(3)  Finally, and again in accordance with the rules of the Plan, its three 
     Executive Directors have obtained a conditional interest in Ordinary
     shares of 111p of the Company as follows:

          Mr R J Baty                      -           14,719
          Mr C I J H Drummond              -           14,719
          Mr D J Dupont                    -           14,719

     The shares were awarded on 27 September 2005 at a price of 1070p per share 
     and represent the maximum number of shares to which each of the Directors
     would become entitled on 26 September 2008 under the Plan if the relevant
     performance criterion relating to Total Shareholder Return was met in full.  
     The shares are held in trust by the Plan Trustee.

29 September 2005

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