Directors' Dealings

HSBC HOLDINGS PLC
12 October 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 HSBC Bank plc (formerly
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 HSBC 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 HSBC Bank plc only.

HSBC Holdings plc - Ordinary Shares US$0.50 each

Date                                                        Number
                    Nature of transaction by the QUEST      of shares   Price

11 October 1999     Acquisition by subscription by the
                    QUEST                                   36,167      699.5p

11 October 1999     Transfer by the QUEST to participants               see
                    in the Scheme                           36,167    attachment

11 October 1999     Shares held by the trustees of the
                    QUEST                                   NIL

E A Hobley
020 7260 3272 (Extn. 33272)

    ATTACHMENT TO -

                    NOTIFICATION OF DIRECTOR'S SHARE INTERESTS
                              IN HSBC HOLDINGS PLC

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

    HSBC HOLDINGS PLC - ORDINARY SHARES OF US$0.50 EACH

    Year of grant        No of           Option
                        shares            price
                                            (P)
    1994                21,798           233.61
    1995                 8,185           180.60
    1996                 3,473           305.90
    1997                 2,337           452.06
    1998                   369           522.12
    1999                     5           539.80

                          36,167



                            DEALINGS BY DIRECTORS

1)   NAME OF COMPANY

HSBC HOLDINGS PLC

2)   NAME OF DIRECTOR

LORD MARSHALL OF KNIGHTSBRIDGE

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

NOTIFICATION 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)

LORD MARSHALL OF KNIGHTSBRIDGE   6,780

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

SCRIP DIVIDEND - BENEFICIAL

7)   Number of shares/amount of
     stock acquired

75 

8)   ( N/A %)
    of issued Class

DE MINIMIS 

9)   Number of shares/amount
     of stock disposed

N/A

10)  ( N/A %)
    of issued Class

11)  Class of security

US$0.50 ORDS

12)  Price per share

£7.485
(US$12.1107)

13)  Date of transaction

7 OCTOBER 1999

14)  Date company informed

12 OCTOBER 1999 

15)  Total holding following this notification

6,780

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

N/A

18)  Period during which or date on which exercisable

N/A

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

N/A

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

N/A

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

N/A

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

N/A

23)  Any additional information

N/A

24)  Name of contact and telephone number for queries

R H MUSGROVE, ASSISTANT SECRETARY
0171 260 0375


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

     Date of Notification........ 12 OCTOBER 1999 .......