Director Shareholding-Amendmt

Rank Group PLC
6 January 2005




The following amendments have been made to the Director Shareholding 
announcement released on 8 March 2004 at 13.48 under RNS No 2600W.

The number of shares acquired and sold has been amended and should have been
165,580 and not 167,375.  The sale price should have been £3.1798 and not
£3.1821.

All other details remain unchanged.

The full amended text is shown below.


                          SCHEDULE 11

     NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS


1)  NAME OF COMPANY

THE RANK GROUP PLC

2)  NAME OF DIRECTOR

MICHAEL EDWARD SMITH

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

DIRECTOR

4)  Name of the registered holder(s) and, if more than one holder, the
    number of shares held by each of them. (If notified)

DIRECTOR

5)  Please state whether notification relates to a person(s) connected
    with the Director named in 2 above and identify the connected person(s)

DIRECTOR

6)  Please state the nature of the transaction. For PEP transactions
    please indicate whether general/single co PEP and if discretionary/non
    discretionary

EXERCISE AND SALE OF SHARE OPTION

7.  Number of shares/amount of
    stock acquired

165,580

8)  Percentage of issued Class

NOT SIGNIFICANT

9)  Number of shares/amount
    of stock disposed

165,580

10) Percentage of issued Class

NOT SIGNIFICANT

11) Class of security

ORDINARY SHARES

12) Price per share

EXERCISE PRICE - £2.2625
SALE PRICE     - £3.1798

13) Date of transaction

8 MARCH 2004

14) Date company informed

8 MARCH 2004

15) Total holding following this notification

400,000 ORDINARY SHARES OF 10P

16) Total percentage holding of issued class following this notification

NOT SIGNIFICANT

     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant

N/A

18) Period during which or date on which exercisable

N/A

19) Total amount paid (if any) for grant of the option

N/A

20) Description of shares or debentures involved: class, number.

N/A

21) Exercise price (if fixed at time of grant) or indication that price
    is to be fixed at time of exercise

N/A

22) Total number of shares or debentures over which options held
    following this notification

N/A

23) Any additional information

N/A

24) Name of contact and telephone number for queries


CHARLES CORMICK 020 7706 1111


25) Name and signature of authorised company official responsible for
    making this notification

    Date of Notification     6 JANUARY 2005                            








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