Holding(s) in Company

Pearson PLC
16 December 2003

LETTER TO:  RNS

Notification of Change to 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
Franklin Resources, Inc. equals 32,415,096 shares, representing 4.0399% of the
issued share capital of Pearson plc.

The registered holders of the shares are listed on the schedule below.
 
From:  Stephen Jones (Deputy Secretary)
 
                                       SCHEDULE

                                      PEARSON PLC

                      Outstanding Shares          802,371,835


Registered Holder               No. of Shares                         % of Class

Bank of New York                      424,210                            0.0529%

Chase Nominees Ltd                 24,120,573                            3.0062%

Citibank Nominees Ltd.                461,964                            0.0576%

Deutsche Bank                          24,900                            0.0031%

Euroclear                               7,398                            0.0009%

HSBC Bank PLC                          30,480                            0.0038%

Mellon Trust                        2,249,335                            0.2803%

Merrill Lynch                         454,390                            0.0566%

Northern Trust Company                780,047                            0.0972%

Royal Trust Corp of Canada          1,224,676                            0.1526%

State Street Nominees Limited       2,637,123                            0.3287%

TOTAL                              32,415,096                            4.0399%

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