Director/PDMR Shareholding

Pearson PLC
11 May 2006


                                  PEARSON PLC

                                (the "Company")



Annual Bonus Share Matching Plan (the "Plan")


On 11 May 2006, participants became entitled to ordinary shares in the Company
("Shares") on maturity of their right to "matching shares" under the rules of
the Plan (the "Rules"). Under the Plan, participants who invest their after-tax
bonus in shares become entitled, without payment, to "matching shares" on a
one-for-one basis if a corporate performance target is met over a five year
period. In relation to awards made on 11 May 2001, the five year performance
target was met in 2006. Accordingly, under the Rules, participants are now
entitled to matching shares on a one-for-one basis.


The pre-tax number of matching shares to which executive directors became
entitled is as follows:-

Name of Director                          Number of Shares

Marjorie Scardino                              14,181
David Bell                                      6,371
John Makinson                                   9,553

The Rules require that sufficient shares are sold to discharge the PAYE income
tax liability on the shares released. In consequence, the shares set out in the
second column below were sold on 11 May 2006 at a price of 7.685p per share,
leaving the after-tax number of shares set out in the final column below:-

Name of Director    Number of Shares Sold       Number of Shares Retained

Marjorie Scardino          5,815                            8,366
David Bell                 2,613                            3,758
John Makinson              3,917                            5,636

As a result, the executive directors named below are interested in the following
shares (excluding shares to which they may become entitled , subject to
satisfaction of any relevant conditions, under the Company's employee share
schemes):-

Name of Director      Number of Shares       % of Issued Share Capital

Marjorie Scardino          199,015                        0.02474
David Bell                 111,316                        0.01384
John Makinson              160,987                        0.02001

The shares required to satisfy these awards have been sourced from an employee
benefit trust established by the Company. Each executive director is deemed for
Companies Act purposes to be interested in all the shares held by the trust. As
a result of the release of shares described above, the number of shares held by
Mourant & Co Trustees Limited (as trustee of the Pearson plc Employee Share
Ownership Trust) is 1,694,323 shares (representing 0.2106% of the Company's
issued ordinary share capital).



                      This information is provided by RNS
            The company news service from the London Stock Exchange