Director Shareholding

HSBC Holdings PLC
22 December 2003

                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

 1. Name of company


    HSBC Holdings plc

    2) Name of director

    W F Aldinger

    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)

    Abacus Corporate Trustees Limited 960,662

    BNY (Nominees)Limited 1,378,974

    James Capel Nominees Limited (technical interest) 12,529,114*

    * Following the acquisition of Household International, Inc. ("Household")
    by HSBC Holdings plc, outstanding options over Household shares granted (for
    nil consideration) have been converted into options to acquire HSBC Holdings
    plc ordinary shares of US$0.50 each ("HSBC shares"). The HSBC (Household)
    Employee Benefit Trust 2003 ("the Trust"), has acquired HSBC shares which
    may be used to satisfy the exercise of these options. As a potential
    beneficiary of the Trust, W F Aldinger has a technical interest in all of
    the shares held by the Trust.


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



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

    Exercise of options and sale of shares


    7) Number of shares/amount of stock acquired

    1,506,025

    8) Percentage of issued class

    de minimis

    9) Number of shares/amount of stock disposed

    1,481,025

    10) Percentage of issued class

    de minimis

    11) Class of security

    Ordinary Shares of US$0.50 each


    12) Price per share

    Exercise 535,000 at US$4.74 per share

    Exercise 971,025 at US$5.09 per share

    Sale 1,481,025 at US$15.28 (£8.66) per share


    13) Date of transaction

    19 December 2003

    14) Date company informed

    19 December 2003

    15) Total holding following this notification

    14,868,750

    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 22 December 2003



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