Director Shareholding

Bodycote International PLC
28 August 2002



Dealings in ordinary shares by directors of the company

Bodycote International plc announces that on 28 August 2002 the following
dealings by directors took place in the company's ordinary shares: -


James Wallace

Mr Wallace purchased 25,000 shares at 140p per share.  Following the purchase Mr
Wallace's interests total 45,830 shares.


Derek Sleight

Mr Sleight purchased 10,000 shares at 140p per share.  Following the purchase Mr
Sleight's interests total 60,000 shares.

In addition Mr Sleight holds 230,777 options over ordinary shares exercisable at
between 191p and 396p from 1999 until 2009.


Martyn Wilton

Mr Wilton purchased 10,000 shares at 140p per share.  Following the purchase Mr
Wilton's interests total 50,000 shares.

In addition Mr Wilton holds 303,622 options over ordinary shares exercisable at
between 106p and 396p from 1997 until 2011.


David Landless

Mrs Margaret Landless, wife of director David Landless, purchased 2,000 shares
at 140p per share.  Following the purchase Mr Landless' interests total 5,500
shares.

In addition Mr Landless holds 135,000 options over ordinary shares exercisable
at between 218p and 396p from 2002 until 2009.


Bodycote International Employee Benefit Trust

Bodycote International plc further announces that Hill Samuel Offshore Trust
Company Limited, as trustee of the Bodycote International Employee Benefit
Trust, in which all directors and employees are potentially interested,
purchased 250,000 shares at 140p on 28 August 2002.




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