Director Shareholding

Inchcape PLC
22 November 2001

                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

     INCHCAPE PLC

2)  NAME OF DIRECTOR

     MR A M FERGUSON

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 an non-beneficial interest

    AS IN 2 ABOVE AND DIRECTOR'S SPOUSE

4)  Name of the registered holder(s) and, if more than one holder, the
    number of shares held by each of them. (If notified)

     MR A M FERGUSON - 3
     MRS S A FERGUSON - 4

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

     MRS S A FERGUSON - DIRECTORS SPOUSE, IN RELATION TO 4 SHARES

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

     REINVESTMENT OF TAX CREDITS FROM 
     PREVIOUS DIVIDEND RELATING TO SHARES 
     HELD IN THE INCHCAPE ISA

7)  Number of shares/amount of
    stock acquired

      7

8)   (0.000009035%)
    of issued Class



9)  Number of shares/amount
    of stock disposed

         -

10)  ( N/A %)
    of issued Class



11) Class of security

     ORDINARY SHARES OF 150P EACH FULLY PAID

12) Price per share

     576P

13) Date of transaction

    19 NOVEMBER 2001

14) Date company informed

    21 NOVEMBER 2001

 -15) Total holding following this notification

     27,620

16) Total percentage holding of issued class following this notification

     0.036%

     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

     KELLY FIELDING 020 7546 8323

25) Name and signature of authorised company official responsible for
    making this notification     KELLY FIELDING
                                 ASSISTANT GROUP SECRETARY

    Date of Notification      22 NOVEMBER 2001