Director Shareholding

Hays PLC
14 August 2001


Transfer of Shares in Satisfaction of Save As You Earn Options

Hays plc (the Company)

The Company announces that on 14 August 2001, 112,553 ordinary shares in the
Company (Shares) were transferred to employees of the Hays Group by the Hays
Share Scheme Trustee Limited (the Trust) in satisfaction of options held by
them under the Hays plc Savings-Related Share Option Scheme (the Scheme).

The transfer value of the aforementioned shares is as follows:-

Option Price             No. of Shares              Transfer Value
0.875                    102,160                    £89,390.00
0.875                      7,885                    £6,899.38
1.1025                     2,508                    £2,765.07
                         112,553                    £99,054.45


The company also announces that, on the same date, 4,020 shares were acquired
by the Trust from an employee at a price of  £1.94 per share (total transfer
value £7,798.80).

Following these transactions, the Trust holds 6,234,685 Shares.

The Trust is a discretionary trust under which all employees of the Hays Group
are potential beneficiaries.  Each of the Executive Directors of the Company
is for Companies Act purposes regarded as interested in all of these Shares. 
Despite the technical interest in all the Shares each Executive Director will
only be entitled to receive from the Trust the number of Shares to which he is
entitled on exercise of any option held by him under the Scheme.