Director Shareholding

HSBC Holdings PLC
16 October 2002

                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS


    1)Name of company

    HSBC Holdings plc

    2) Name of director

    C F W de Croisset

    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)

    C F W de Croisset 35,664
    HSBC Trustee (C.I.) Limited (technical interest)36,059,505*

    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

    Acquisition/scrip dividend

    7) Number of shares/amount of
    stock acquired
    624

    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

    US$11.5172

    13) Date of transaction

    9 October 2002

    14) Date company informed

    16 October 2002

    15) Total holding following this notification

    35,664 (C F W de Croisset)
    36,059,505 HSBC Trustee (C.I.) Limited (technical interest)*


* 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. On exercise of the options, the CCF shares
will become exchangeable for HSBC Holdings plc Ordinary Shares of US$0.50 each
("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 de Croisset 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. Additionally, as
a beneficiary of the Trust he has a technical interest in all of the HSBC shares
held by the Trust (including the HSBC shares which correspond to his options).


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

Robert Musgrove, Assistant Secretary 020 7992 1504

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

As in 24) above

Date of Notification 16 October 2002






                      Date of notification : 16 October 2002

--------------------------------------------------------------------------------

                   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 CCF S.A. ("CCF") by HSBC Holdings plc, outstanding
options over CCF shares granted (for nil consideration) have vested. On exercise
of the options, the CCF shares issued are 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 of transaction         Nature of transaction by the Trust                              Consideration
                            Transfer by Trust of:

 9 October 2002             39,000 HSBC shares to an individual exercising options over     13 HSBC shares for each
                            3,000 CCF shares.                                               CCF share

                            26,000 HSBC shares to an individual exercising options over     13 HSBC shares for each
10 October 2002             2,000 CCF shares.                                               CCF share

                                                                                            13 HSBC shares for each
                                                                                            CCF share
11 October 2002             13,000 HSBC shares to an individual exercising options over
                            1,000 CCF shares.                                               13 HSBC shares for each
                                                                                            CCF share


                            78,000 HSBC shares to an individual exercising options over
14 October 2002             6,000 CCF shares

At 16 October 2002 the Trust held a total of 36,059,505 HSBC shares.

Robert Musgrove, Assistant Secretary

020 7992 1504


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