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Macfarlane Group PLC (MACF)

Macfarlane Group PLC

Director Shareholding
Macfarlane Group PLC
1 November 2004

                                     SCHEDULE 11

                  NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED 
                                       PERSONS


1)   NAME OF COMPANY

      MACFARLANE GROUP PLC

2)   NAME OF DIRECTOR

     PETER D ATKINSON

3)   Please state whether notification indicates that it is in respect of
     holding of the shareholder named in 2 above or in respect of a
     non-beneficial interest or in the case of an individual holder
     if it is a holding of that person's spouse or children under the
     age of 18 or in respect of an non-beneficial interest

      SHAREHOLDER NAMED IN 2

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



7)   Number of shares/amount of
     stock acquired



8)   Percentage of issued Class
     (ANY TREASURY SHARES HELD BY COMPANY
      SHOULD NOT BE TAKEN INTO ACCOUNT WHEN
      CALCULATING PERCENTAGE)


9)   Number of shares/amount
     of stock disposed
     



10)  Percentage of issued Class
     (ANY TREASURY SHARES HELD BY COMPANY
      SHOULD NOT BE TAKEN INTO ACCOUNT WHEN
      CALCULATING PERCENTAGE)


11)  Class of security



12)  Price per share



13)  Date of transaction



14)  Date company informed



15)  Total holding following this notification



16)  Total percentage holding of issued class following this notification
      (ANY TREASURY SHARES HELD BY COMPANY
      SHOULD NOT BE TAKEN INTO ACCOUNT WHEN
      CALCULATING PERCENTAGE)


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

17)  Date of grant

     29 OCTOBER 2004

18)  Period during which or date on which exercisable

      3 TO 10 YEARS

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

      NIL

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

      ORDINARY 25 PENCE

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

      26 PENCE

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

      961,538

23)  Any additional information

     PERFORMANCE CONDITION IS TOTAL SHAREHOLDER RETURN
     OF 10%-15% PER ANNUM OVER 3 YEARS FOR 40%-100% TO
     VEST RESPECTIVELY. NO RE-TESTING

24)  Name of contact and telephone number for queries

     ANDREW COTTON 0141 333 9666

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

     Date of Notification  1 NOVEMBER, 2004                               






                      This information is provided by RNS
            The company news service from the London Stock Exchange
Data provided by FE fundinfo. Care has been taken to ensure that the information is correct, but FE fundinfo neither warrants, represents nor guarantees the contents of information, nor does it accept any responsibility for errors, inaccuracies, omissions or any inconsistencies herein. Past performance does not predict future performance, it should not be the main or sole reason for making an investment decision. The value of investments and any income from them can fall as well as rise.

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