RNS Number:1746T
Xansa PLC
11 December 2003

TO:     Regulatory News Service
            The London Stock Exchange





Re:  Chapter 16, Paragraph 13 of CONTINUING OBLIGATIONS





Xansa plc (the "Company") announces that it received notification on 11 December
2003 for the purposes of Section 329 of the Companies Act 1985 that Xansa
Trustee Company Limited, trustee of the Inland Revenue approved Xansa All
Employee Share Ownership Plan ('AESOP') had purchased 199,029 of the Company's
ordinary shares of 5 pence each ("Ordinary Shares") on 11 December 2003 at 90.5
pence each. The Ordinary Shares had been purchased under the "Partnership"
shares section of the AESOP from funds received from participating eligible
employees.



Under the terms of the AESOP, "Partnership" shares are matched on a 1:1 basis
with "Matching" shares provided out of the AESOP Trust.  The Trust is a
discretionary trust for the benefit of employees of the Company and its
subsidiaries, which operates in conjunction with the Company's AESOP and holds
Ordinary Shares purchased by employees under the "Partnership" and "Matching"
shares section of AESOP as well as holding Ordinary Shares required for "
Matching".



Except where otherwise referred to, the directors named below were allocated 278
Ordinary Shares each (139 "Partnership" shares and 139 "Matching" shares) having
elected to participate in the AESOP.  Mr A Cox and Mr A Wood were allocated 276
Ordinary Shares each (138 "Partnership" shares and 138 "Matching" shares).  This
small difference in the allocation arises because they had a different level of
residual contributions available for investment.



As a consequence, the beneficial and non-beneficial interests in Ordinary Shares
(excluding options) of the directors listed below have increased to:



Name:                         Ordinary Shares



Mr A R Cox:               38,309

Mr P R Gill:              22,793

Mr S R Weston:            13,943

Mr A L Wood:              1,224,759





The total holding of the AESOP Trust amounts to 14,148,174 Ordinary Shares.







11 December 2003


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