SCHEDULE 11



NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS


1) NAME OF COMPANY



PENDRAGON PLC



2) NAME OF DIRECTOR



MARTIN SHAUN CASHA



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


MARTIN SHAUN CASHA



4)   Name of the registered holder(s) and, if more than one holder, the


number of shares held by each of them. (If notified)


MARTIN SHAUN CASHA


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


MARKET TRANSACTIONS


7) Number of shares/amount of stock acquired

50,000 (FIFTY THOUSAND)


8)   Percentage of issued Class (any treasury shares held by the company should


not be taken into account when calculating percentage)

0.0381

9) Number of shares/amount of stock disposed


N/A


10) Percentage of issued Class (any treasury shares held by the company should

not be taken into account when calculating percentage)


N/A


11) Class of security


ORDINARY


12) Price per share

#4.855

13) Date of transaction

15/08/06

14) Date company informed

15/08/06

15) Total holding following this notification

893,202

16) Total percentage holding of issued class following this notification (any

treasury shares held by the company should not be taken into account when

calculating percentage)

0.68


IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE



COMPLETE THE FOLLOWING BOXES

17) Date of grant


N/A


18) Period during which or date on which exercisable


N/A


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


N/A


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


N/A


21) Exercise price (if fixed at time of grant) or indication that price

is to be fixed at time of exercise


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

following this notification


N/A


23) Any additional information


N/A


24) Name of contact and telephone number for queries


N/A


25) Name and signature of authorised company official responsible for

making this notification


HILARY C SYKES



Date of Notification      15 AUGUST 2006