Holding in Company

Pearson PLC
22 June 2001



LETTER TO COMPANY ANNOUNCEMENT OFFICE

Notification of change in interest in shares

We write in accordance with rule 9.12, under the continuing obligations section
of the Listing Rules, to notify you that we have today received information
that, pursuant to section 198 of the Companies Act 1985, the shareholding of The
Capital Group Companies, Inc., which equals 40,757,593 shares, now represents
5.12% of the issued ordinary share capital of Pearson plc.

The registered holders of the shares are listed on the schedules below. 

FROM PEARSON PLC

Letter to Pearson Plc

Re:  Section 198 Notification - Dated 19 June 2001.

Please note that one or more of the affiliates of The Capital Group Companies,
Inc. have made notifications to your company pursuant to Section 198 previously.
For a description of our organization, please visit our Web site at
www.capgroup.com.

For the purposes of this Notification an outstanding share balance of
795,798,635 shares was used to calculate the percentages of holdings of the
relevant share capital which determine the notifiable interest. We believe this
outstanding share balance is current; however, if this number is not accurate,
please contact us as soon as possible so we may make the necessary revisions to
this Notification.


SECTION 198 NOTIFICATION 
Notification of Increase
Dated: 19 June 2001

This Notice is given by The Capital Group Companies, Inc, on behalf of its
affiliates, including Capital Guardian Trust Company, Capital International
Limited, Capital International S.A., Capital International, Inc., and Capital
Research and Management Company, pursuant to Section 198 of the Companies Act
1985.

The interest in the relevant share capital indicated below arises by virtue of
holdings attributed to the Companies (see Schedule A). These holdings form part
of funds managed on behalf of investment clients by the Companies.

   Share capital to which this relates:  
        Ordinary Shares (795,798,635 shares outstanding)

   Number of shares in which the Companies have an interest:
               40,757,593 

   Name(s) of registered holder(s):
               See Schedule B


As of 19 June 2001 

Pearson plc              
                                                    Number of      Percent of
                                                      Shares      Outstanding

The Capital Group Companies, Inc. ('CG') holdings   40,757,593       5.12%

Holdings by CG Management Companies and Funds:

- Capital Guardian Trust Company                    25,341,848       3.18%

- Capital International Limited                      9,175,474       1.15%

- Capital International S.A.                           963,869       0.12%

- Capital International, Inc.                        2,011,857       0.25%

- Capital Research and Management Company            3,264,545       0.41%



 Schedule A

                         
                    Schedule of holdings in Pearson plc
                          As of 19 June 2001
 
                    Capital Guardian Trust Company

Registered Name                                        Local Shares
State Street Nominees Limited                           3,724,371
Bank of New York Nominees                                 522,600
Chase Nominees Limited                                  9,868,265
BT Globenet Nominees Ltd.                                 111,400
Midland Bank plc                                        5,394,500
Cede & Co.                                                 17,295
Deutsche Bank Mannheim                                      1,200
Bankers Trust                                           1,276,200
Barclays Bank                                             439,300
Citibank London                                           719,786
Nortrust Nominees                                       3,086,231
Royal Bank of Scotland                                      8,400
MSS Nominees Limited                                       32,000
State Street Bank & Trust Co                                8,000
National Westminster Bank                                   2,900
RBSTB Nominees Ltd                                          3,100
Citibank NA                                                38,700
Deutsche Bank AG                                            3,200
HSBC Bank plc                                               1,700
ROY Nominees Limited                                       20,900
Mellon Nominees (UK) Limited                               61,800
                                             TOTAL     25,341,848
   
                          
                         Capital International Limited

Registered Name                                        Local Shares

State Street Nominees Limited                             254,024
Bank of New York Nominees                                 812,601
Chase Nominees Limited                                  2,598,206
Midland Bank plc                                           19,800
Bankers Trust                                           3,711,598
Citibank London                                            72,000
Morgan Guaranty                                            10,359
Nortrust Nominees                                         243,125
Royal Bank of Scotland                                      8,100
MSS Nominees Limited                                       33,600
Lloyds Bank                                                18,000
Vidacos Nominees Ltd                                        9,327
Citibank                                                   14,800
Deutsche Bank AG                                          296,909
HSBC Bank plc                                              22,000
KAS UK                                                     13,025
Bank One London                                            38,000
                                             TOTAL      9,175,474


                        Capital International S.A.

Registered Name                                        Local Shares

State Street Nominees Limited                              37,536
Bank of New York Nominees                                  30,827
Chase Nominees Limited                                    307,253
Credit Suisse London Branch                                20,000
Midland Bank plc                                           98,000
Barclays Bank                                              70,718
Royal Bank of Scotland                                    254,718
National westminster Bank                                  46,200
Lloyds Bank                                                15,700
Vidacos Nominees Ltd                                       19,090
RBSTB Nominees Ltd                                         17,327
Deutsche Bank AG                                           46,500
                                            TOTAL         963,869

                         Capital International, Inc

Registered Name                                       Local Shares

State Street Nominees Limited                             624,479
Bank of New York Nominees                                  87,057
Chase Nominees Limited                                  1,090,421
Midland bank plc                                           14,400
Deutsche Bank Mannhaim                                     31,500
Bankers Trust                                               6,700
Citibank London                                             5,000
Nortrust Nominees                                          99,000
State Street Bank & Trust Co                               30,000
Citibank NA                                                11,100
Deutsche Bank AG                                           12,200
                                            TOTAL       2,011,857

                   Capital Research and Management Company

Registered Name                                       Local Shares

Chase Nominees Limited                                  3,264,545
                                            TOTAL       3,264,545

Schedule B