Warner Estate Hldgs. - Directors' Shareholdings

RNS Number:5687E
Warner Estate Holdings PLC
27 January 2000

The Company has received today pursuant to Section 324 of Part X of the
Companies Act 1985 (as amended) notification of dealings in the Company's
ordinary shares ("Shares") by directors of the Company as follows:

THE WARNER ESTATE HOLDINGS LONG TERM INCENTIVE PLAN ("the LTIP")

The LTIP was approved by shareholders at an Extraordinary General Meeting of the
Company held on 27 February 1997.  Allocations under the LTIP take the form of a
Bonus Allocation and a Matching Allocation.  The Bonus Allocations represent
annual bonus foregone by the individual and the Matching Allocation represents a
maximum of two Shares for each Share subject to the Bonus Allocation. 
Allocations under the LTIP were awarded on 13 January 2000 to senior executives.
 The Shares subject to Allocations are transferable to the participants for no
payment in accordance with the LTIP rules on the third anniversary of the date
of the Allocations were granted only if certain performance conditions are met. 
Allocations were awarded to Directors of Warner Estate Holdings PLC as follows:

Director              Number of Shares   Number of Shares      Total
                     subject to Bonus   subject to Matching   Allocation
                         Allocation         Allocation

P C T Warner              2,735               5,469            8,204

P W Collins               2,794               5,588            8,382

J S Neill                 6,628              13,256           19,884

Total                    12,157              24,313           36,470

Under LTIP, the trustees purchased 57,127 Ordinary shares on 27 January 2000 at
255p per share.  Following this notification, the trustee of the Warner Estate
Holdings Employees' Share Ownership Trust holds a total of 126,927 Shares
representing 0.25% of the Company's issued capital.  Under paragraph 2 of
Schedule 13 to the Companies Act 1985, all the executive directors of the
Company are deemed to be interested in these Shares.

Name of contact and telephone number for queries:  V B Vaghela - 0171 487 3312

END

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