Director Shareholding

Hays PLC
11 June 2002



Transfer of Shares in Satisfaction of Save As You Earn Options


Hays plc (the Company)


The Company announces that on 7 June 2002, 639,467 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 and the Hays UK Sharesave
Scheme (the Scheme).

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


Option Price £           Number Of Shares             Transfer Value

0.565                    213,088                      £120,394.73

1.1025                   426,196                      £469,881.09

1.09                     183                          £199.47

                         639,467                      £590,475.29

The company also announces that on the same date 804 shares were acquired by the
Trust from an employee at a price of £1.94 per share (Total transfer value of
£1,559.76)

Following these transactions, the Trust holds 5,410,434 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.


http://www.hays-plc.com/


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