Directors' Dealings

Woolwich PLC
18 February 2000

TO: COMPANY ANNOUNCEMENTS OFFICE

In accordance with our Listing obligations, we write to advise you of a further
grant of options and initial allocation of shares that have been made to
Directors of Woolwich plc, pursuant to the respective rules of the Woolwich plc
1998 Executive Share Option Plan and Woolwich plc 1998 Performance Share Plan. 
Details of the options and initial allocation of shares are set out in the
schedule below.

The options in the second column of the schedule were granted under the Woolwich
plc 1998 Executive Share Option Plan on 17 February 2000 at 286p per Ordinary
share of 10p each and are normally exercisable in whole, or in part, between the
third and tenth anniversaries of the date of grant, subject to the prior
satisfaction of the performance condition.  No amount was payable on the grant
of option.

The number of shares referred to in the fourth column of the schedule were
initially allocated under the Woolwich plc 1998 Performance Share Plan by the
Trustee thereof on 17 February 2000 and were based on the Company's share price
prevailing at the end of 1999.  The number of shares, if any, over which awards
may be granted will depend upon the extent to which the performance target is
satisfied over a period of three years (which commenced from 1 January 2000) and
will also be at the discretion of the Trustee.  Awards will be exercisable
thereafter for a period of seven years by participants for the nominal sum of £1
in total.  No amount is payable on the initial share allocation.


LETTER FROM:  WOOLWICH PLC 

SCHEDULE REFERRED ABOVE

DIRECTOR       NO.OF ORDINARY   TOTAL NO. OF    NO.OF ORDINARY  TOTAL NO.OF
               SHARES OF 10p    ORDINARY SHARES  SHARES OF 10p  ORDINARY SHARES
               EACH GRANTED     HELD UNDER THE   EACH INITIALLY OF 10p EACH 
               UNDER THE        WOOLWICH PLC     ALLOCATED      HELD UNDER THE
               WOOLWICH PLC     1998 EXEC.       UNDER THE      WOOLWICH PLC
               1998 EXEC.       SHARE OPTION     WOOLWICH PLC   1998 PERFOR-
               SHARE OPTION     PLAN (FOLLOWING  1998 PERFORM-  MANCE SHARE
               PLAN @ 286p      FURTHER GRANT)   ANCE SHARE     PLAN (FOLLOW-
               PER SHARE                         PLAN @ 332p    ING FURTHER
                                                 PER SHARE      ALLOCATION)

MRS J M BADDELEY  90,909          375,922          39,156           107,844    
MR R H MEDDINGS   99,650          340,346          42,921            77,935
MRS L M PEACOCK  101,398          397,212          43,674           116,263
MR J M STEWART   160,839          617,144          69,277           180,380