Household International

HSBC Holdings PLC
19 March 2003

                            HOUSEHOLD INTERNATIONAL


The following is extracted from the text of a press release issued today by
Household International:


    Household Announces Mailing of Supplemental Proxy Materials to Shareholders;
    Enters into Consent Order with SEC Without Admitting or Denying Wrongdoing

    Household International, Inc. announced today that it is commencing the
    distribution of supplemental proxy materials relating to the special meeting
    of Household shareholders to be held on March 28, 2003 to approve
    Household's merger with HSBC Holdings plc.

    The supplemental proxy materials explain that, on March 18, 2003, Household
    agreed to the entry by the SEC of a consent order relating to prior public
    disclosures that describe certain of Household's restructuring and other
    account management policies. The SEC's findings in the order, which
    Household does not admit or deny, include findings that certain prior
    descriptions of Household's restructuring and other account management
    policies were incomplete or inaccurate in violation of provisions of the
    federal securities laws. Under the order, Household has agreed to cease and
    desist from any further violations of these provisions. The order does not
    require Household to pay fines or monetary damages. Household will not be
    restating any of its financial statements.

    The Commission's investigation is continuing as to others. We can not
    predict the outcome of such investigation at this time. It is our
    understanding that this concludes the investigation as to the company.

    To provide further clarity on these matters, the supplemental proxy
    materials being distributed to Household shareholders include a more
    detailed description of Household's restructuring and other account
    management policies.

    'We have agreed to the entry of the consent order to resolve the SEC's
    disclosure concerns relating to Household,' stated William F. Aldinger,
    Chairman and Chief Executive Officer of Household. 'We continue to make
    significant progress towards completing our merger with HSBC, and we remain
    on track to be able to close the transaction shortly following the receipt
    of shareholder approvals at the meetings scheduled for 28 March 2003.'

HSBC, which has been kept informed by Household of the ongoing enquiries by the
US Securities and Exchange Commission ('SEC'), is pleased that the consent order
between Household International, Inc. and the SEC relating to Household's
disclosures of its restructuring and other account management policies has been
reached. The order does not require Household to pay fines or monetary damages.
Household will not be restating any of its financial statements.

HSBC remains fully committed to completing the merger with Household subject to
the terms and conditions contained in the merger agreement. The extraordinary
general meeting of HSBC ordinary shareholders to vote with respect to the merger
and related matters is scheduled for 28 March 2003.

Separately, Household had previously disclosed litigation by Household
shareholders in relation to the proposed acquisition by way of merger. This
litigation was referred to in the circular dated 26 February 2003 despatched to
HSBC shareholders. Household has also disclosed in its supplemental proxy
materials that the lawyers representing Household shareholders have agreed in
principle to settle those shareholders' claims. Under the terms of the merger
agreement in certain circumstances HSBC is entitled to a termination fee of
US$550 million if the transaction does not close. The settlement in principle
provides for HSBC to waive the right to receive US$55 million of that
termination fee. The settlement will not result in any payments to Household
shareholders. On approval by the court the settlement will preclude any further
claims by Household shareholders in relation to the proposed acquisition by way
of merger.

The supplemental proxy materials are being filed with the SEC. The supplemental
proxy materials give information on both the SEC consent order and the
settlement in principle of the litigation by shareholders in relation to the
proposed acquisition by way of merger. Copies of this document will be available
on the SEC's website, www.sec.gov/edgar.shtml. Copies will also be available on
HSBC's and Household's websites, www.hsbc.com and www.household.com
respectively.


Notes to editors:

HSBC Holdings plc

With over 8,000 offices in 80 countries and territories in Europe, the
Asia-Pacific region, the Americas, the Middle East and Africa, and assets of
US$759 billion at 31 December 2002, the HSBC Group is one of the world's largest
banking and financial services organisations.


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