Directors' Dealings

API Group PLC
23 December 1999


API GROUP PLC ('the Company')

On 20 December 1999 M J Smith, a director of the Company,
was granted options over 98,214 ordinary 25p shares at an
exercise price of 336p per share, such options to be
exercisable between 19 December 2002 and 20 December
2009.  Following this grant, Mr Smith currently holds
options over 368,638 ordinary 25p shares.

Also on 20 December 1999, D J Holt, a director of the
Company, was granted options over 31,250 ordinary 25p
shares at an exercise price of 336p per share, such
options to be exercisable between 19 December 2002 and 20
December 2009.  Following this grant, Mr Holt currently
holds options over 137,702 ordinary 25p shares.

On 13 December 1999, the Company was informed by Mourant
& Co Trustees Ltd that they had purchased 185,000
ordinary 25p shares for the benefit of the Company's No 2
Employee Benefit Trust.  Under the terms of this Trust, M
J Smith and D J Holt are discretionary beneficiaries.