Director Shareholding

Babcock International Group PLC
3 January 2002



Please be advised of the following share transaction by a Director of Babcock 
International Group PLC:


Name     Transaction   No. of    Stock         Date of       Price  Total No. of
                       Shares                  Transaction          Shares Held
                                                                    Following
                                                                    Purchase

Mr G A    Purchase of  10,000   Babcock        3 January 2002  £0.955   49,685
Campbell  Shares                International
                                Group PLC 60p
                                Ordinary Shares