Director Shareholding

HSBC Holdings PLC
20 November 2001




                                        Date of notification : 20 November 2001

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                  NOTIFICATION OF DIRECTORS' SHARE INTERESTS

                             IN HSBC HOLDINGS PLC

Interests in shares of HSBC Holdings plc ('the Company') arising under
sections 324 and 328 of the Companies Act 1985.

Following the acquisition of Credit Commercial de France (CCF) by HSBC
Holdings plc, outstanding options over CCF shares granted between 1994 and
1999 (for nil consideration) have vested. Options granted over CCF shares in
2000 will vest in 2002. On exercise of the options, the CCF shares issued will
become exchangeable for ordinary shares in HSBC Holdings plc (HSBC shares) in
the same ratio as for the acquisition of CCF - 13 HSBC shares for 1 CCF share.
The HSBC shares are to be provided through the HSBC Holdings General Employee
Benefit Trust (the Trust), the Trustee of which is HSBC Trustee (C.I.)
Limited.

Mr C F W de Croisset, a director of HSBC Holdings plc and HSBC Bank plc,
currently holds options over 186,000 CCF shares which he is obliged, upon
exercise, to exchange for 2,418,000 (186,000 x 13) HSBC shares.

As a beneficiary of the Trust, Mr de Croisset also has a technical interest in
all of the HSBC shares held by the Trust (including the HSBC shares which
correspond to his options over CCF shares enumerated above) as follows:

HSBC Holdings plc - Ordinary Shares US$0.50 each

Date        Nature of transaction by the Trust            Consideration
            Transfer by Trust of:

 16         52,000 HSBC shares to individual exercising   13 HSBC shares for
November    options over 4,000 shares.                    each CCF share
2001



At 16 November 2001 the Trust held a total of 38,910,613 HSBC shares.



Heather Nicol

020 7260 8977 (Extn. 38977)