Director/PDMR Shareholding

RNS Number : 6740S

Direct Line Insurance Group PLC

04 December 2012

Notification of Transactions of Directors/Persons Discharging Managerial Responsibility

Direct Line Group - International Share Incentive Plan

Further to the announcement made on 28 November 2012 regarding an award under the Direct Line Group Share Incentive Plan, and in accordance with DTR3.1.2(1), Direct Line Insurance Group plc ("Direct Line Group" or "the Company") was notified on 3 December 2012 of the award of 143 Ordinary Shares of 10p each under the "Free Share" element of the Company's International Share Incentive Plan (the "International SIP"), on 3 December 2012.

This award is separate to the award of free shares announced on 28 November 2012 in that this award was made available to non-UK resident employees who were unable to participate in the Company's HMRC approved Share Incentive Plan. The number of free shares awarded to each participant is the same as that made available to members of staff as referred to in the announcement of 28 November 2012. The award being announced now is in connection with Direct Line Group's Managing Director, International, who is on the Executive Committee of Direct Line Group.

The Ordinary Shares awarded to participants in the International SIP were purchased by Computershare Trustees (Jersey) Limited as the trustee of the Company's Employee Benefit Trust (the "Trustee") from The Royal Bank of Scotland Group plc as part of the Company's Admission to the London Stock Exchange. In accordance with the rules of the International SIP, the Trustee will normally hold these Ordinary Shares on behalf of the relevant individuals throughout a holding period of three years. No consideration is required to be paid by participants for the grant of these awards.

Details of Persons Discharging Managerial Responsibility ("PDMR") who participated in the award are as follows:-

Name	Number of Free Shares Awarded
Jamie Brown	143

Following the Free ShareAward, the relevant PDMR has the following interests in Direct Line Group Ordinary Shares.

Name	Total holding and percentage holding of Direct Line Group Ordinary Shares	Outstanding Awards under the Direct Line Group 2012 LTIP	Outstanding awards under the RBS Group Long Term Incentive Plan, converted to Direct Line Group Ordinary Shares
Jamie Brown	143	75,158	156,805