Costain Group PLC - Directors Shareholding

RNS No 4621k
COSTAIN GROUP PLC
                            DEALINGS BY DIRECTORS

1)   NAME OF COMPANY

COSTAIN GROUP PLC


2)   NAME OF DIRECTOR

JOHN ALEXANDER ARMITT

3)   Please state whether notification indicates that it is in
     respect of 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

IN RESPECT OF JOHN ALEXANDER ARMITT

4)   Name of the registered holder(s) and, if more than
     one holder, the number of shares held by each of 
     them. (If notified)

N/A

5)   Please state whether notification relates to a
     person(s) connected with the Director named in 2
     above and identify the connected person(s)

N/A

6)   Please state the nature of the transaction. For
     PEP transactions please indicate whether
     general/single co PEP and if discretionary/non
     discretionary

N/A

7)   Number of shares/amount of
     stock acquired

N/A

8)   ( N/A %)
    of issued Class

9)   Number of shares/amount
     of stock disposed

N/A

10)  ( N/A %)
    of issued Class

11)  Class of security

N/A

12)  Price per share

N/A

13)  Date of transaction

N/A

14)  Date company informed

N/A

15)  Total holding following this notification

N/A

16)  Total percentage holding of issued class following 
     this notification      


      IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE COMPLETE 
                              THE FOLLOWING BOXES

17)  Date of grant

26/1/98 (GRANT EXECUTED 2/2/98)

18)  Period during which or date on which exercisable

BETWEEN THE THIRD ANNIVERSARY AND TENTH ANNIVERSARY OF THE DATE OF GRANT
SUBJECT TO THE ATTAINMENT OF PERFORMANCE CONDITIONS.

19)  Total amount paid (if any) for grant of the option

NIL

20)  Description of shares or debentures involved:
     class, number.

774648 ORD SHARES OF 10P EACH

21)  Exercise price (if fixed at time of grant) or indication
     that price is to be fixed at time of exercise

40P PER ORDINARY SHARE

22)  Total number of shares or debentures over which
     options held following this notification

774648

23)  Any additional information

THE NUMBER OF SHARES SUBJECT TO THE OPTION COULD NOT BE ASCERTAINED UNTIL 2.2.98

24)  Name of contact and telephone number for queries

C.L. FRANKS  0171  705  8525





25)  Name and signature of authorised company official
     responsible for making this notification

     Date of Notification..............2/2/98


END



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