Director Shr/hldg-Replacement

Tesco PLC
9 May 2000

The issuer has made the following amendment to the Directors Shareholding
announcement released today at 11.09 under RNS No 2608K.

The first sentence should read 'The Directors below were yesterday allocated
share entitlements under the Company's Executive Incentive Scheme which
comprises both long term and short term share bonuses'.

and not

'The Directors below have today been allocated, at a price of 168.83p per share,
share entitlements under the Company's Executive Incentive Scheme which
comprises both long term and short term share bonuses', as previously stated.

All other details remain unchanged.

The full corrected version is shown below.


DIRECTORS' SHAREHOLDINGS

The Directors below were yesterday allocated share entitlements under the
Company's Executive Incentive Scheme which comprises both long
term and short term share bonuses. The entitlement to receive
these shares is based on performance criterion, details of which
are contained in the Tesco PLC Report and Accounts for 2000.

Director           Short Term     Short Term     Long Term Total
                                  Matching                      Entitlement
                                                       Granted

T P Leahy          88,431         44,215         84,586        217,232
D E Reid           74,551         37,275         71,310        183,136
R S Ager           50,097         25,048         47,919        123,064
P A Clarke         36,350         18,175         34,770         89,295
J Gildersleeve     66,752         33,376         63,850        163,978
A T Higginson      51,419         25,709         49,183        126,311
T J R Mason        51,419         25,709         49,183        126,311
D T Potts          39,655         19,827         37,931         97,413
J M Wemms          56,045         28,022         53,609        137,676


Enquiries: J A Bailey
           Deputy Secretary
           Tesco PLC
           Tel: [phone]



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