Director Shareholding

CGNU PLC
15 April 2002

CGNU plc

Notification of directors' interests in shares


Hill Samuel ESOP Trustees Limited have acquired the undernoted shares in
relation to the Free Shares element of the CGNU Share Incentive Plan (the
'Plan'), in their capacity as Trustees' of the Plan.

Because executive directors of CGNU plc are potential beneficiaries of the Plan,
they have a technical interest in each of these acquisitions. However, their
actual interest once awarded will not exceed £3,000 in value under the terms of
the Plan.

Bgn. Date          Shares Purchased          Price       Total held

12 April 2002      500,000                   780.00p     500,000

15 April 2002      400,000                   775.90p     400,000



R A Whitaker
Group Company Secretary
15 April 2002

Queries:

Andy Hodges
Manager - Share Schemes / Share Registration
[phone]



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