Director Shareholding

    SCHEDULE 11                                  
                                                                               
         NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS          

 1. Name of Company
   
XTL Biopharmaceuticals Limited

 2. Name of Director
   
Shlomo Dagan

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 a
non-beneficial interest

As 2 Above

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

As 2 Above

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

As 2 Above

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

Exercise of Share Options (Share Option Scheme 1993)

7) Number of shares/amount of Stock acquired

52,000 Shares

8) Percentage of issued class

0.047%


9) Number of shares/amount of stock disposed

N/A

10) Percentage of issued class
N/A

11) Class of security

Ordinary Shares of NIS 0.02 each


12) Price per share

NIS 0.02


13) Date of transaction

12th May 2003


14) Date company informed


12th May 2003

15) Total holding following this notification


57,000 shares


16) Total percentage holding of issued class following this notification

0.052%

24) Name of contact and telephone number for queries

Jonathan Burgin [phone]

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

Julie Howe 0207 020 5107

Date of Notification

12 May, 2003



END