Directors' Dealings

JOHNSON, MATTHEY PLC

                            DEALINGS BY DIRECTORS

1)   NAME OF COMPANY

          Johnson, Matthey Plc

2)   NAME OF DIRECTOR
          C R N Clark
          N A P Carson
          D W M Morgan
          J N Sheldrick
          DG Titcombe

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

          as in 2 above

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

          n/a

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

          n/a

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

          Allocation of shares under the Johnson Matthey Long Term
          Incentive Plan (LTIP)

7)   Number of shares of
     stock acquired
          C R N Clark         74,830
          N A P Carson        27,211
          D W M Morgan        26,361
          J N Sheldrick       41,531
          D G Titcombe        43,418

8)   (0.10%)
    of issued Class

9)   Number of shares/amount
     of stock disposed

          n/a

10)  ( N/A %)
    of issued Class

11)  Class of security

          Ordinary £1 shares

12)  Price per share

          £5.88

13)  Date of transaction

          02 August 1999

14)  Date company informed

          02 August 1999

15)  Total holding following this notification

                              Shares    Options   LTIP allocations
          C R N Clark         29,402    198,325   144,516
          N A P Carson        12,432     91,070    36,044
          D W M Morgan         8,207    152,143    35,122
          J N Sheldrick       70,636    160,331    80,207
          D G Titcombe        42,955    174,508    82,094

16)  Total percentage holding of issued class following 
     this notification      

          0.60%

      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

          Ms Brigid T Conway, 0171 269 8461

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

     Date of Notification......02 August 1999............