Director Shareholding

HSBC Holdings PLC
31 December 2001

                                 SCHEDULE 11

         NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1) Name of company

HSBC Holdings plc

2) Name of director

D J Flint

3) Please state whether notification indicates that it is in respect of
holding of the shareholder named in 2 above or in respect of a non-beneficial
interest or in the case of an individual holder if it is a holding of that
person's spouse or children under the age of 18 or in respect of a
non-beneficial interest

In respect of the Director

4) Name of the registered holder(s) and, if more than one holder, the
number of shares held by each of them (if notified)

Turnsonic (Nominees) Limited 4,001
Abacus Corporate Trustee Limited 139,504
Computershare Trustees Limited Account SIP 15
D J Flint 26,157

5) Please state whether notification relates to a person(s) connected
with the Director named in 2 above and identify the connected person(s)

As in 3) above

6) Please state the nature of the transaction. For PEP transactions
please indicate whether general/single co PEP and if discretionary/non
discretionary

(a) Acquisition (21 December 2001) / Automatic reinvestment of Tax Credit on
PEP. Beneficial Interest (5 shares)

(b) Acquisition (28 December 2001) / monthly contribution to the HSBC UK Share
Ownership Plan (15 shares)

7) Number of shares/amount of stock acquired

20

8) Percentage of issued class

De minimis

9) Number of shares/amount of stock disposed


10) Percentage of issued class


11) Class of security

Ordinary Shares of US$0.50 each

12) Price per share

(a) 21 December 2001 - 3 shares at £7.9875 and 2 shares at £7.99
(b) 28 December 2001 - 15 shares at £8.05

13) Date of transaction

(a) 21 December 2001 (Director made aware of transaction on 31 December 2001
and
(b) 28 December 2001 (Please refer to 6. Above)

14) Date company informed

31 December 2001

15) Total holding following this notification

169,677 Ordinary Shares of US$0.50 each

16) Total percentage holding of issued class following this notification

De minimis

If a director has been granted options by the company please complete the
following boxes

17) Date of grant



18) Period during which or date on which exercisable



19) Total amount paid (if any) for grant of the option



20) Description of shares or debentures involved: class, number



21) Exercise price (if fixed at time of grant) or indication that price
is to be fixed at time of exercise



22) Total number of shares or debentures over which options held
following this notification



23) Any additional information


24) Name of contact and telephone number for queries

Peter Harvey, Company Secretarial Assistant 020 7260 0126


25) Name and signature of authorised company official responsible for
making this notification

As in 24) above


Date of Notification 31 December 2001