Director Shareholding

Legal & General Group PLC
5 June 2001



The executive directors of Legal & General Group Plc ('Group'), are
participants in a Group long-term incentive arrangement for executive
directors and senior managers called the Performance Share Plan.  Under this
Plan, dependent upon the Group total shareholder return (TSR) compared with
the FTSE 100 measured over a three year period, individuals can receive
ordinary shares of 2.5p each in the Group.

Over the period from 1 June 1998 to 31 May 2001, the TSR of the Group was the
42nd best in the FTSE 100.  Under the terms of the Plan, a multiple of 1.8 was
applied to the performance shares awarded in 1998, which matured on 1 June
2001.  The benefit of these performance shares generates an immediate tax
charge for the individual.

The Group's long-term incentive and share option schemes are described in
detail in the 2000 Report and Accounts.

Following the above reported transactions and the satisfaction of the related
tax charges, the executive directors' beneficial holdings of ordinary shares
in the Group at 5 June 2001 are: 

                       Contingent        Shares acquired     Total beneficial
                       interest in       in Group            holding
                       Plan shares 
                       at 150.375p

C. R. R. Avery           14,234             14,234             366,393
G. J. Hoskin             14,234              8,540             317,421
A. W. Palmer             23,717             14,230             513,319
R. A. Phipps             28,462             28,462             888,056
D. J. Prosser            75,895             75,895           2,862,934
D. Rough                 47,434             47,434           1,188,723