Directors' Dealings

HSBC HOLDINGS PLC
24 August 1999


               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 Copanies Act 1985.

The HSBC Qualifying Employee share Ownership Trust ('the QUEST') was established
by the Company as an efficient way of distributing shares to those employees
exercising options granted in the UK under the HSBC Savings-Related Share Option
Scheme ('the Scheme').

As a result of the trustee of the QUEST, HSBC QUEST Trustee (UK) Limited,
acquiring shares in the Company to satisfy the exercise of such options, a
temporary, non-beneficial, disclosable interest in the shares acquired arose for
the UK based, executive Directors of the Company and of Midland Bank plc as
potential beneficiaries of the QUEST.  The shares were registered in the name of
HSBC QUEST Trustee (UK) Limited, the trustee of the QUEST.

This disclosure is therefore made on behalf of Sir John Bond, Messrs W R P
Dalton, S K Green and K R Whitson as Directors of both the Company and Midland
Bank plc, Mr D J Flint as a Director of the Company only, and Messrs D W Baker
and R M J Orgill as Directors of Midland Bank plc only.

HSBC  Holdings plc - Ordinary Shares US$0.50 each

                                                        Number
Date       Nature of transaction by the QUEST           of shares   Price

20/08/99   Acquisition by subscription by the QUEST     102,958     765.00p

20/08/99   Transfer by the QUEST to participants in     102,958     see
             the Scheme                                             below

20/08/99   Shares held by the trustees of the QUEST     NIL


                    NOTIFICATION OF DIRECTORS' SHARE INTERESTS
                               IN HSBC HOLDINGS PLC
 
Price per unit of shares registered in the name of HSBC QUEST Trustee (UK)
Limited on 20 August 1999 and transferred to participants of the HSBC Holdings
Savings-Related Share Option Scheme on 20 August 1999:

HSBC HOLDINGS PLC - ORDINARY SHARES OF US$0.50 EACH

Year of Grant       No. of Shares       Option Price 
                                        (p)

1994                 99,992             233.61
1995                  2,696             180.60
1996                    nil             305.90
1997                    nil             452.06
1998                    270             522.12
                    -------
                    102,958
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