Director Shareholding

RNS Number:2431D
Fieldens PLC
01 November 2002



                      FIELDENS PLC ('FIELDENS' OR 'THE COMPANY')

                              Directors' Interest


Derek Bonham and Andrew Arends, respectively Chairman and Chief Executive of the
Company, have today agreed, conditional on the completion of the proposed
acquisition by the Company of CamAxys Limited ('Proposed Acquisition') announced
on 29 October 2002, each to purchase 222,335 ordinary shares of 5 pence each in
the share capital of the Company ('Ordinary Shares') at a price of 28 pence per
Ordinary Share from Barbara Fielden, who resigned from the Board of Fieldens on
25 October 2002.


Following this purchase, Derek Bonham and Andrew Arends would each have an
interest in 969,835 Ordinary Shares representing 14.88 per cent. of the issued
share capital of the Company as enlarged by any Ordinary Shares issued on
completion of the Proposed Acquisition ('Enlarged Share Capital') and 19.40 per
cent. of the current issued share capital of the Company.  In aggregate, Derek
Bonham and Andrew Arends will therefore be interested in 1,939,670 Ordinary
Shares representing 29.76 per cent. of the Enlarged Share Capital and 38.79 per
cent of the current issued share capital of the Company.


Also following this purchase, Barbara Fielden would be interested in 805,330
Ordinary Shares representing 12.35 per cent. of the Enlarged Share Capital and
16.11 per cent. of the current issued share capital of the Company.


Under the terms of the Proposed Acquisition, up to 2,510,667 new Ordinary Shares
are payable to the shareholders of CamAxys.  1,519,207 of these shares are to be
issued on completion of the Proposed Acquisition ('Initial Consideration
Shares') and 991,460 are subject to adjustment on account of CamAxys' borrowings
at completion and completion accounts ('Deferred Initial Consideration Shares').
Further performance related consideration of up to 2,478,654 new Ordinary
Shares ('Further Consideration Shares') may become payable after 30 June 2005.


Derek Bonham and Andrew Arends have also committed, following the issue by the
Company of any Deferred Initial Consideration Shares following completion of the
Proposed Acquisition, each to purchase from Barbara Fielden an amount of
Ordinary Shares equal to 29.99 per cent. of the amount of any Deferred Initial
Consideration Shares issued by the Company.


Completion of the Proposed Acquisition is expected to occur on 21 November 2002
when dealings in the Enlarged Share Capital are expected to commence trading on
the Alternative Investment Market of the London Stock Exchange.


Colin West, who is expected to join the Board of Fieldens following completion
of the Proposed Acquisition, would, assuming completion in full of the Proposed
Acquisition, including that the full number of performance related Further
Consideration Shares are issued and that no adjustment is made to the number of
Deferred Initial Consideration Shares issued by the Company, be interested in
649,901 Ordinary Shares, representing 6.51 per cent. of the maximum issued share
capital of the Company as a result of the Proposed Acquisition (not 2.53 per
cent. as disclosed in the Admission Document dated 29 October 2002).



1 November 2002


For further information



Andrew Arends, Chief Executive            Fieldens PLC        07767 238 864

Graham Shore/ Jonathan Nelson              Shore Capital     020 7408 4090


                      This information is provided by RNS
            The company news service from the London Stock Exchange
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