Acquisition

HSBC Holdings PLC
31 March 2003

28 March 2003

                  HSBC completes the acquisition of Household

HSBC Holdings plc ("HSBC") today announced the completion of its acquisition of
Household International, Inc. ("Household") by way of merger with H2 Acquisition
Corporation ("H2"), a wholly owned subsidiary of HSBC. H2 will be renamed
"Household International, Inc." All necessary regulatory and other consents and
approvals were obtained to permit completion in accordance with the merger
agreement entered into on 14 November 2002. A certificate of merger was filed
earlier today with the Secretary of State of the State of Delaware declaring the
merger effective as of 10.02 p.m. (London time) today.

In connection with the acquisition, HSBC has allotted 1,273,297,057 new ordinary
shares of US$0.50 each (the "New Shares"). Application for listing has been
approved by the UK Listing Authority and trading on the London Stock Exchange of
the New Shares is expected to commence on Monday, 31 March 2003 at 8.00 a.m.
Trading of the New Shares on Euronext will commence on 31 March 2003 at 9.00
a.m. (Paris time) and trading of the New Shares on the Hong Kong Stock Exchange
will commence on 1 April 2003 at 9.30 a.m. (Hong Kong time). Trading of American
Depositary Shares representing the New Shares on the New York Stock Exchange
will commence on 31 March 2003 at 9.00 a.m. (New York time). Applications for
listing of a further 127,329,705 ordinary shares of US$0.50 each, which may be
issued in future in connection with obligations arising from the acquisition of
Household, have been approved by the UK Listing Authority (a block listing) and
by the Hong Kong Stock Exchange. The last day of trading on the New York Stock
Exchange in Household common stock was 28 March 2003.


HSBC's acquisition of Household contributes to a major strategic objective of
maintaining a balanced worldwide portfolio. Approximately 30 per cent of HSBC's
assets are now in the Americas, 30 per cent in Asia and the Middle East and 40
per cent in Europe. HSBC's broad spread of businesses, balanced between OECD
countries and developing markets, is further diversified through the addition of
Household's consumer lending portfolios. Personal financial services is now
HSBC's largest line of business.

more ....

HSBC completes the acquisition of Household/2

William F Aldinger, Chairman and Chief Executive of Household, will continue to
lead Household's businesses and will assume overall responsibility for the HSBC
Group's North American operations. He will become Chairman and Chief Executive
Officer of HSBC North

America Inc. later this year. Mr Aldinger will also be appointed a director of
HSBC Holdings plc.

Sir John Bond, Group Chairman of HSBC, said, "Household is a company with a
125-year history, which brings over 50 million customers in the US to HSBC; its
delivery channels include over 1,300 branches in 45 states, relationships with
over 70 retail merchants and a national network of auto-dealerships together
with multiple web-based services. Our combined credit card businesses will be in
the world's top ten. Household is a very significant addition to HSBC and we
look forward to delivering value from the opportunities this brings."

"We are delighted to be part of the HSBC Group now and we are excited about the
opportunities that this brings," said William F. Aldinger, Chairman and CEO of
Household. "The combination of Household and HSBC means that we can now provide
our respective customer bases with a full range of financial services and allows
us to continue to serve them, with products that best meet their needs as their
financial circumstances evolve."

                                    - ends -


Note to editors:

Headquartered in London, the HSBC Group is one of the world's largest banking
and financial services organisations. HSBC's 180,000 staff serve 38 million
customers worldwide, from over 8,000 offices in 80 countries and territories.
The Group has assets of US$759 billion (at 31 December 2002), and is listed on
the London, Hong Kong, New York, and Paris stock exchanges.

Media contacts:
                     HSBC                                   Household
London               Richard Beck/Adrian Russell            -
                     Tel: + 44 (20) 7991 0633/7992 1555
New York             Linda Stryker-Luftig                   Craig Streem
                     Tel: [phone]                    Tel: [phone]
Hong Kong            David Hall                             -
                     Tel: [phone]


Investor Relations contacts:

                     HSBC                                   Household
London               Pat McGuinness                         -
                     Tel: + 44 (20) 7992 1938
New York             Ted Ayvas                              Craig Streem
                     Tel: [phone]                    Tel: [phone]
Hong Kong            Gareth Hewett                          -
                     Tel: [phone]



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