Directors Shareholding(s)

Cookson Group PLC
17 January 2001


Schedule 11 - Notification of interests of Directors and Connected Persons

1   Name of company:
Cookson Group plc

2   Name of director:
Richard Haythornthwaite

3   Please state whether notification indicates that it is in respect of     
holding of the director named in 2 above or holding of that person's spouse or
children under the age of 18 or in respect of a non- beneficial interest:
As above

4   Name of registered holder(s) and, if more than one holder, the number of 
shares held by each of them (if notified):
As 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):
N/A

6   Please state the nature of the transaction. For PEP transactions please  
indicate whether general/single co PEP and if discretionary/non discretionary:
Acquisition of shares under a mandate for the Company's dividend reinvestment
plan

7   Number of shares/amount of stock acquired:
83

8   Percentage of issued class:
Minimal

9   Number of shares/amount of stock disposed:
N/A

10  Percentage of issued class:
N/A

11  Class of security:
Ordinary Shares of 50p each

12  Price per share:
£2.145

13  Date of transaction:
1 June 2000

14  Date company informed:
17 January 2001

15  Total holding following this notification:
3548

16  Total percentage holding of issued class following this notification:
Minimal

If a director has been granted options by the company, please complete the
following fields:

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  Contact name for queries:
Rachel Fell

24  Contact telephone number:
020 7766 4536

25  Name of company official responsible for making notification:
As above




Schedule 11 - Notification of interests of Directors and Connected Persons

1   Name of company:
Cookson Group plc

2   Name of director:
Richard Haythornthwaite

3   Please state whether notification indicates that it is in respect of     
holding of the director named in 2 above or holding of that person's spouse or
children under the age of 18 or in respect of a non- beneficial interest:
As above

4   Name of registered holder(s) and, if more than one holder, the number of 
shares held by each of them (if notified):
As 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):
N/A

6   Please state the nature of the transaction. For PEP transactions please  
indicate whether general/single co PEP and if discretionary/non discretionary:
Acquisition of shares under a mandate for the Company's dividend reinvestment
plan

7   Number of shares/amount of stock acquired:
86

8   Percentage of issued class:
Minimal

9   Number of shares/amount of stock disposed:
N/A

10  Percentage of issued class:
N/A

11  Class of security:
Ordinary Shares of 50p each 

12  Price per share:
£1.84

13  Date of transaction:
1 December 2000

14  Date company informed:
17 January 2001

15  Total holding following this notification:
3634

16  Total percentage holding of issued class following this notification:
Minimal

If a director has been granted options by the company, please complete the
following fields:

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  Contact name for queries:
Rachel Fell

24  Contact telephone number:
020 7766 4536

25  Name of company official responsible for making notification:
As above



Additional Information: