Director Shareholding

Pearson PLC 03 August 2004 3 August 2004 RNS The London Stock Exchange The London Stock Exchange Tower Old Broad Street London EC2N 1HP Dear Sirs Pearson plc (the Company) In 1999, the Company established the Pearson Reward Plan (the Plan) for the purpose of providing a long term share incentive for executive directors and senior executives of the Pearson group. The Plan provided for the grant of two separate categories of award relating to ordinary shares in the Company (Shares) - Pearson Premium Option awards and Pearson Equity Incentive (PEI) awards. The vesting level of PEI awards is dependent on the Company's performance over a three-year period, measured in terms of free cash flow per share. On 8 June 2002, the PEI awards granted in 1999 vested as to 97.2 % of the Shares originally comprised in the award. These Shares were subject to a two-year retention period following vesting. Employee benefit trusts hold sufficient Shares to satisfy these PEI awards. The Shares required to satisfy these awards have been sourced from an employee benefit trust established by the Company. As a result of the release of Shares described above, the number of Shares held by Pearson Employee Share Trustees Limited (as trustee of the Pearson Employee Share Trust) is now 100,167 Shares (representing 0.012% of the Company's issued ordinary share capital). No executive directors have called for Shares under these PEI awards. Each of the executive directors of the Company is for Companies Act purposes, regarded as interested in all the shares held by this trust. Despite the technical interest in all the Shares each executive director will only be entitled to receive from the Trust that number of Shares to which he or she is entitled under share plans operated by the Company in which he or she participates. Yours faithfully Stephen Jones Deputy Secretary This information is provided by RNS The company news service from the London Stock Exchange RDSQKNKNCBKKCFK

Companies

Pearson (PSON)
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