Director Shareholding

HSBC Hldgs PLC
31 October 2000


                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

    HSBC HOLDINGS PLC

2)  NAME OF DIRECTOR

    C F W DE CROISSET


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

    IN RESPECT OF THE 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)

    JAMES CAPEL (NOMINEES) LIMITED          39,857,000*
    C F W DE CROISSET                           32,847

*  SEE BOXES 15 AND 23 BELOW


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

    AS IN 3 ABOVE


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

    BENEFICIAL INTEREST -
    EXERCISE OF OPTION OVER 10,000 CCF SHARES AND IMMEDIATE EXCHANGE FOR
    130,000 HSBC ORDINARY SHARES OF US$0.50 EACH (HSBC SHARES); AND
    DISPOSAL OF RESULTANT 130,000 HSBC SHARES.


7)  Number of shares/amount of
    stock acquired

    10,000 CCF SHARES ACQUIRED ON EXERCISE OF OPTION AND EXCHANGED IMMEDIATELY
    FOR 130,000 HSBC SHARES


8)   (DE MINIMIS)
    of issued Class


9)  Number of shares/amount
    of stock disposed

    130,000 HSBC SHARES


10)  (DE MINIMIS)
    of issued Class


11) Class of security

    HSBC HOLDINGS ORDINARY SHARES OF US$0.50 EACH



12) Price per share

    10,000 CCF OPTIONS EXERCISED AT FF215 PER SHARE

    130,000 HSBC SHARES SOLD AT £9.74 PER SHARE


13) Date of transaction

    EXERCISE OF CCF OPTION AND EXCHANGE FOR HSBC SHARES - 25 OCTOBER 2000

    SALE OF HSBC SHARES - 26 OCTOBER 2000


14) Date company informed

    EXERCISE OF CCF OPTION AND EXCHANGE FOR HSBC SHARES - 27 OCTOBER 2000
    (AFTER CLOSE OF BUSINESS)

    SALE OF HSBC SHARES - 31 OCTOBER 2000


15) Total holding following this notification

    39,889,847 HSBC SHARES.   AS A BENEFICIARY OF THE HSBC HOLDINGS GENERAL 
    EMPLOYEE BENEFIT TRUST, MR DE CROISSET HAS A TECHNICAL INTEREST IN
    39,857,000 HSBC SHARES HELD BY THE TRUST INCLUDING 2,418,000 HSBC SHARES
    WHICH ARE EXCHANGEABLE FOR A FURTHER 186,000 CCF SHARES ON EXERCISE OF HIS
    CCF OPTIONS.


16) Total percentage holding of issued class following this notification

    DE MINIMIS


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

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) Any additional information

    SEE BELOW - NOTIFICATION REGARDING MR DE CROISSET'S INTERESTS IN THE HSBC
    SHARES HELD BY THE HSBC HOLDINGS GENERAL EMPLOYEE BENEFIT TRUST


24) Name of contact and telephone number for queries

    E A HOBLEY
    020 7260 3272


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


   Date of Notification   31 OCTOBER 2000
                              
                NOTIFICATION OF DIRECTORS' SHARE INTERESTS
                         IN HSBC HOLDINGS PLC

Interests in shares of HSBC Holdings plc ('the Company') arising under sections
324 and 328 of the Companies Act 1985

Following the acquisition of Credit Commercial de France (CCF) by HSBC Holdings
plc, outstanding options over CCF shares granted between 1994 and 1999 (for nil
consideration) have vested.  Options granted over CCF shares in 2000 will vest
in 2002.  On exercise of the options, the CCF shares issued will become
exchangeable for ordinary shares in HSBC Holdings plc (HSBC shares) in the same
ratio as for the acquisition of CCF - 13 HSBC for 1 CCF share.  The HSBC shares
are to be provided through the HSBC Holdings General Employee Benefit Trust (the
Trust), the Trustee of which is HSBC Trustee (C.I.) Limited.

Mr C F W de Croisset, a director of HSBC Holdings plc and HSBC Bank plc
currently holds options over 186,000 CCF shares which he is obliged, upon
exercise, to exchange for 2,418,000 (186,000 x 13) HSBC shares.

As a beneficiary of the Trust, Mr de Croisset also has a technical interest in
all of the HSBC shares held by the Trust (including the HSBC shares which
corresponds to his option over CCF shares enumerated above) as follows:

HSBC Holdings plc - Ordinary Shares US$0.50 each

Date               Nature of transaction by the Trust     Consideration

25 October 2000*   Transfer by Trust of 143,000 HSBC  13 HSBC shares for
                   shares to individuals exercising     each CCF share
                   options over 11,000 CCF shares

At 25 October 2000 the Trust held a total of 39,857,000 HSBC shares.

* Director was made aware of the change of his interests in the Trust on 30     
  October 2000.