Directors' Dealings

HSBC HOLDINGS PLC
13 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 Companies 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 registed 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 of
Date               Nature of Transaction by the QUEST       Shares     Price

11 August 1999    Acquisition by subscription by the QUEST   119,892  715.50p
11 August 1999    Transfer by the QUEST to participants in   119,892  see
                    the Scheme                                        below
11 August 1999    Shares held by the trustees of the QUEST    NIL

Price per unit of shares registered in the name of HSBC QUEST Trustee (UK)
Limited on 11 August 1999 and transferred to participants of the HSBC Holdings
Savings-Related Share Option Scheme on 11 August 1999:

HSBC HOLDINGS PLC - ORDINARY SHARES OF US$0.50 EACH

Year of grant          No of Shares       Option Price
                                              (p)

1994                    112,236              233.61
1995                      6,306              180.60
1996                        189              305.90
1997                      1,054              452.06
1998                        107              522.12

                        119,892