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Mon 25 Feb 2002, 0:00 Liberty International Plc - Directors Shareholding
1. Sale of Shares
1   Name of company:                       Liberty International
                                           PLC
2   Name of director:                      Mr A C Smith
3   Please state whether notification      Holding of director
    indicates that it is in respect of     named in 2 above
    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:
4   Name of registered holder(s) and,      (i) Mr A C Smith 39,411
    if more than one holder, the number    (ii) Mrs S P Smith
    of shares held by each of them (if     4,319
    notified):                             (iii) Comdirect
                                                 Nominees Ltd
                                           6,580
                                           50,310
5   Please state whether notification      N/A
    relates to a person(s) connected
    with the director named in 2 above
    and identify the connected
    person(s):
6   Please state the nature of the         Sale of Shares
    transaction. For a PEP transactions
    please indicate whether
    general/single company PEP and if
    discretionary/non discretionary:
7   Number of shares/amount of stock       (i)   6,420
    disposed:                              (ii)  2,542
8   Percentage of issued class:            0.003%
9   Class of security:                     Ordinary Shares
10  Price per share:                       (i)   543.56p
                                           (ii)  544.3p
11  Date of transaction:                   (i)   18.02.02
                                           (ii)  19.02.02
12  Number of shares/amount of stock       2,542
    acquired:
13  Percentage of issued class:            0.001%
14  Class of security:                     Ordinary Shares
15  Price per share:                       546.7p
16  Date of transaction:                   19.02.02
17  Date company informed:                 21.02.02
18  Total holding following this           50,310
    notification:
19  Total percentage holding of issued     0.018%
    class following this notification:
2. 2002 option awards
Following a grant of options to certain employees including Executive
Directors, the interests of the Executive Directors in options over ordinary
shares in Liberty International PLC have changed.  Details of the grant are
as follows:
1.  Name of company:  LIBERTY INTERNATIONAL PLC
2.   Name of director: Mr J G Abel, Mr P C Badcock, Mr D A Fischel, Mr J I
Saggers, Mr F B Sher and Mr A C Smith
3.  Date of grant: 20/02/2002
4. Period during which or date on which exercisable: 20/02/05-20/02/2012
5. Total amount paid (if any) for grant of the option: NIL
6. Description of shares or debentures involved: class, number:
Ordinary shares of 50p each, options granted as follows:
Mr JG Abel        60,000
Mr PC Badcock     40,000
Mr DA Fischel     75,000
Mr JI Saggers     50,000
Mr FB Sher        40,000
Mr AC Smith       50,000
7.  Exercise price (if fixed at time of grant) or indication that price is
to be fixed at time of exercise:
545p
8.  Total number of shares or debentures over which options held following
this notification:
J G Abel          160,000
P C Badcock       120,000
D A Fischel       566,000
J I Saggers       327,500
F B Sher          266,000
A C Smith         342,500
3.  Awards under the annual bonus scheme
Under Liberty International PLC's ("the Company") annual bonus scheme
arrangement, conditional awards of ordinary shares are made to certain
employees including Executive Directors.  Details of the awards made on 20th
February 2002 to Executive Directors in respect of the year ended 31
December 2001 are given below.
The awards comprise Restricted shares and Additional shares.  These shares
will be released two and four years respectively after the date of award,
provided the individual Director has remained in service.
The awards to the Executive Directors were as follows:-
                   Restrict  Additio
                   ed        nal
J G Abel           4,679     2,615
P C Badcock        1,170     860
D A Fischel        12,294    6,422
J I Saggers        4,220     2,385
F B Sher           4,817     2,683
A C Smith          6,239     3,394
4.  Vesting of earlier awards
Awards of ordinary shares made in February 1999 to certain employees
including certain Executive Directors vested on 22 February 2002, in
accordance with the terms of the annual bonus scheme.
The shares released to Executive Directors were:
D A Fischel      6,111 shares of which 2,445 were sold and 3,666
                 were retained.
J I Saggers      5,334 shares of which 2,134 were sold and 3,200
                 were retained.
F B Sher         3,777 shares all of which were retained.
A C Smith        5,000 shares all of which were retained.
The relevant shares were sold on 22 February 2002 at 553.5p per share and
the Company was advised of such sales on 22 February 2002.
Following the transactions, the above Executive Directors' interests in the
Company are as follows:
                 No of Shares  % of Issued Share
                               Capital
D A Fischel      161,925       0.06%
J I Saggers      41,400        0.01%
F B Sher         8,127         0.003%
A C Smith        55,310        0.02%
5.  Change of holdings of the ESOP
The shares vesting under the annual bonus scheme were transferred to
employees from the LI Share Plan (Jersey) Limited as trustee for the Liberty
International PLC employee share ownership plan ("ESOP").  Additionally, the
ESOP's holding of Liberty International shares has further changed as a
result of an exercise of options.  As the Executive Directors are potential
beneficiaries of the ESOP under the Company's share incentive arrangements
these changes fall for disclosure as affecting their interests.
Schedule 11 - Notification of Interests of Directors and Connected Persons
1  Name of company:          LIBERTY INTERNATIONAL PLC
2  Name of director:         Mr J G  Abel, Mr P C
                             Badcock, Mr D A Fischel, Mr
                             J I Saggers, Mr F B Sher
                             and Mr A C Smith
3  Please state whether      Non-beneficial interest of
   notification indicates    the Directors. The
   that it is in respect     Directors are potential
   of holding of the         beneficiaries under the
   director named in 2       employee share plan
   above or holding of
   that person's spouse
   or children under the
   age of 18 or in
   respect of a non-
   beneficial interest:
4  Name of registered        LI Share Plan (Jersey)
   holder(s) and, if more    Limited
   than one holder, the
   number of shares held
   by each of them (if
   notified):
5  Please state whether      N/A
   notification relates
   to a person(s)
   connected with  the
   director named in 2
   above and identify the
   connected person(s):
6  Please state the          Exercise of options
   nature of the             Transfer to employees on
   transaction. For PEP      vesting of awards under
   transactions please       annual bonus scheme
   indicate whether          arrangements.
   general/single co PEP
   and if
   discretionary/non
   discretionary:
7  Shares transferred:       No. of        Price per
                             Shares:       Share:
                             (i) 152,185   540p
                             (ii)  24,342  Nil
8  Percentage of issued      0.06%
   class:
9  Class of security:        Ordinary shares
10 Date of transaction:      20 February 2002
                             22 February 2002
11 Date company informed:    20 February 2002
                             22 February 2002
12 Total holding             4,453,053
   following this
   notification:
13 Total percentage          1.567%
   holding of issued
   class following this
   notification:
14 Contact name for          Simon Wilbraham
   queries:
15 Contact telephone         020 7887 7108
   number:
16 Name of company           Simon Wilbraham
   official responsible      Assistant Secretary
   for making
   notification:-
17 Date of Notification:     22 February 2002
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