Director Shareholding

Pearson PLC 5 June 2001 Letter to Company Announcements Office dated 5 June 2001 Pearson Employee Share Trustees Limited have received an additional 2,435 ordinary shares of 25p each in the company as a result of a Dividend Reinvestment Plan effective on 1 June 2001. These shares will be held under the Pearson Employee Share Trust and will be available to satisfy conditional awards of shares to various Pearson executive directors and certain executives under the company's Incentive Share Plan. The release of the shares to the executive directors is dependent on certain performance targets being met. The value of these shares was 1286.4p per share in accordance with the terms of the Dividend Reinvestment Plan and the market value of the shares on 1 June 2001. As the Trust is a discretionary trust under which all employees (including executive directors) of Pearson are potential beneficiaries, each executive director is treated for Companies Act purposes as interested in the shares referred to above. From: PEARSON plc Letter to Company Announcements Office dated 5 June 2001 In accordance with the requirements of section 329(1) of the Companies Act 1985, we hereby notify you that, after the Dividend Reinvestment issue in respect of the final dividend for the year ended 31 December 2000, which was paid out on Friday, 1 June 2001, the following executive director of the company is interested, under the company's Incentive Share Plan, in additional ordinary shares of 25p each in the company as detailed below:- Name of Director Maximum Number of Additional Shares subject to Conditional Award under the Plan Lord Stevenson 747 shares The value of these shares was 1286.4p per share in accordance with the terms of the Dividend Reinvestment Plan and the market value of the shares on 1 June 2001. No consideration was paid for the award in respect of the additional shares referred to above. The shares covered by the conditional award will vest in the director if and to the extent certain performance criteria have been met at the end of the incentive period and/or at the discretion of the Pearson Employee Share Trustees Limited, the Trustee of the Scheme. PEARSON plc DEALINGS BY DIRECTORS 1) NAME OF COMPANY PEARSON PLC 2) NAME OF DIRECTOR LORD STEVENSON 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 IN RESPECT OF DIRECTORS OWN HOLDINGS 4) Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them. (If notified) CLOACA MAXIMA LTD - 103 SHARES LORD STEVENSON - 816 SHARES 5) Please state whether notification relates to a person(s) connected with the Director named in 2 above and identify the connected person(s) NO 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 DIVIDENDS UNDER THE COMPANY'S DIVIDEND REINVESTMENT PLAN 7) Number of shares/amount of stock acquired 919 8) (0.00012%) of issued Class 9) Number of shares/amount of stock disposed 10) ( %) of issued Class 11) Class of security ORDINARY SHARES OF 25P EACH 12) Price per share 1286.4454P 13) Date of transaction 1 JUNE 2001 14) Date company informed 4 JUNE 2004 15) Total holding following this notification 91,325 16) Total percentage holding of issued class following this notification 0.01144% 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 PEARSON OPERATES AN EVERGREEN MANDATE UNDER ITS DIVIDEND REINVESTMENT PLAN 24) Name of contact and telephone number for queries JENNIFER MURPHY 020 7411 2256 25) Name and signature of authorised company official responsible for making this notification STEPHEN JONES Date of Notification 5 June 2001 DEALINGS BY DIRECTORS 1) NAME OF COMPANY PEARSON PLC 2) NAME OF DIRECTOR MARJORIE SCARDINO 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 IN RESPECT OF DIRECTORS OWN HOLDINGS 4) Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them. (If notified) MRS MARJORIE SCARDINO - 546 SHARES MR ALBERT & MRS MARJORIE SCARDINO - 149 SHARES 5) Please state whether notification relates to a person(s) connected with the Director named in 2 above and identify the connected person(s) NO 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 DIVIDENDS UNDER THE COMPANY'S DIVIDEND REINVESTMENT PLAN 7) Number of shares/amount of stock acquired 695 8) (0.00009%) of issued Class 9) Number of shares/amount of stock disposed 10) ( N/A %) of issued Class 11) Class of security ORDINARY SHARES OF 25P EACH 12) Price per share 1286.4454P 13) Date of transaction 1 JUNE 2001 14) Date company informed 4 JUNE 2004 15) Total holding following this notification 80,463 16) Total percentage holding of issued class following this notification 0.01% 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 PEARSON OPERATES AN EVERGREEN MANDATE UNDER ITS DIVIDEND REINVESTMENT PLAN 24) Name of contact and telephone number for queries JENNIFER MURPHY 020 7411 2256 25) Name and signature of authorised company official responsible for making this notification STEPHEN JONES Date of Notification 5 June 2001 DEALINGS BY DIRECTORS 1) NAME OF COMPANY PEARSON PLC 2) NAME OF DIRECTOR JOHN MAKINSON 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 IN RESPECT OF DIRECTORS OWN HOLDINGS 4) Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them. (If notified) AS (2) ABOVE 5) Please state whether notification relates to a person(s) connected with the Director named in 2 above and identify the connected person(s) NO 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 DIVIDENDS UNDER THE COMPANY'S DIVIDEND REINVESTMENT PLAN 7) Number of shares/amount of stock acquired 176 8) (0.00002%) of issued Class 9) Number of shares/amount of stock disposed 10) ( N/A %) of issued Class 11) Class of security ORDINARY SHARES OF 25P EACH 12) Price per share 1286.4454P 13) Date of transaction 1 JUNE 2001 14) Date company informed 4 JUNE 2004 15) Total holding following this notification 28,285 16) Total percentage holding of issued class following this notification 0.00354 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 PEARSON OPERATES AN EVERGREEN MANDATE UNDER ITS DIVIDEND REINVESTMENT PLAN 24) Name of contact and telephone number for queries JENNIFER MURPHY 020 7411 2256 25) Name and signature of authorised company official responsible for making this notification STEPHEN JONES Date of Notification 5 June 2001 DEALINGS BY DIRECTORS 1) NAME OF COMPANY PEARSON PLC 2) NAME OF DIRECTOR LORD BURNS 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 IN RESPECT OF DIRECTORS OWN HOLDINGS 4) Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them. (If notified) AS (2) ABOVE 5) Please state whether notification relates to a person(s) connected with the Director named in 2 above and identify the connected person(s) NO 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 DIVIDENDS UNDER THE COMPANY'S DIVIDEND REINVESTMENT PLAN 7) Number of shares/amount of stock acquired 4 8) (0.000001%) of issued Class 9) Number of shares/amount of stock disposed 10) ( N/A %) of issued Class 11) Class of security ORDINARY SHARES OF 25P EACH 12) Price per share 1286.4454P 13) Date of transaction 1 JUNE 2001 14) Date company informed 4 JUNE 2004 15) Total holding following this notification 470 16) Total percentage holding of issued class following this notification 0.00006% 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 PEARSON OPERATES AN EVERGREEN MANDATE UNDER ITS DIVIDEND REINVESTMENT PLAN 24) Name of contact and telephone number for queries JENNIFER MURPHY 020 7411 2256 25) Name and signature of authorised company official responsible for making this notification STEPHEN JONES Date of Notification 5 June 2001 DEALINGS BY DIRECTORS 1) NAME OF COMPANY PEARSON PLC 2) NAME OF DIRECTOR DAVID CHARLES MAURICE BELL 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 IN RESPECT OF DIRECTORS OWN HOLDINGS 4) Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them. (If notified) AS (2) ABOVE 5) Please state whether notification relates to a person(s) connected with the Director named in 2 above and identify the connected person(s) NO 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 DIVIDENDS UNDER THE COMPANY'S DIVIDEND REINVESTMENT PLAN 7) Number of shares/amount of stock acquired 396 8) (0.00005%) of issued Class 9) Number of shares/amount of stock disposed 10) ( N/A %) of issued Class 11) Class of security ORDINARY SHARES OF 25P EACH 12) Price per share 1286.4454P 13) Date of transaction 1 JUNE 2001 14) Date company informed 4 JUNE 2004 15) Total holding following this notification 48,306 16) Total percentage holding of issued class following this notification 0.00605% 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 PEARSON OPERATES AN EVERGREEN MANDATE UNDER ITS DIVIDEND REINVESTMENT PLAN 24) Name of contact and telephone number for queries JENNIFER MURPHY 020 7411 2256 25) Name and signature of authorised company official responsible for making this notification STEPHEN JONES Date of Notification 5 June 2001

Companies

Pearson (PSON)
UK 100