Director Shareholding

Schroders PLC
4 December 2000


Schroders plc
-------------

In  compliance  with Section 329 of the Companies Act 1985  and  Chapter  16,
paragraph 13 of the Listing Rules, we hereby advise you that the Company  was
informed today that the trustees of the Schroders Employee Benefit Trust have
purchased the following non-voting ordinary shares:

Date of Purchase             No. of non-voting               Price per Share
----------------             Ordinary Shares                 ---------------
                             -----------------

27th November 2000                  84                            £12.01
28th November 2000                 219                            £12.33
30th November 2000                 792                            £12.15
1st  December 2000                 137                            £11.69

The  potential  beneficiaries of the trust under the Company's Share  schemes
include,  among  others, Directors of Schroders plc apart from  non-executive
directors.

We  also wish to advise you that as a result of the approval of the Schroders
Retention  Plan  at the Extraordinary General Meeting on 30th November  2000,
the following awards to Schroders Directors were effective on that date:

                              No. of Non-Voting Ordinary Shares
                              ---------------------------------

        N.R. MacAndrew                125,000
        D.M. Salisbury                125,000
        A.F. Sykes                     93,750

The  awards  under the Plan were granted for no consideration  and  will  not
normally vest until 13th March 2003.



J.P. Bainbridge
Secretary



4th December 2000