BP (BP)

Directors and Senior Management

        As at June 28, 2005 the following directors of BP p.l.c. held interests in BP ordinary shares of 25 cents each or their calculated equivalent as set out below:

        As at June 28, 2005, the following directors of BP p.l.c. held options under the BP Group share option schemes for ordinary shares or their calculated equivalent as set out below:

(a)

In addition to the above, Dr Grote holds 75,200 Stock Appreciation Rights (equivalent to 451,200 ordinary shares).

(b)

Performance shares awarded on April 28, 2005 under the BP Executive Directors Incentive Plan. These represent the maximum possible vesting levels. The actual number of shares/ADSs which vest will depend on the extent to which performance conditions have been satisfied over a three year period.

        There are no directors or members of senior management who own more than 1% of the ordinary Shares outstanding. At June 28, 2005, all directors and senior management as a group held interests in 10,788,278 ordinary shares or their calculated equivalent and 12,416,830 options for ordinary shares or their calculated equivalent under the BP Group share options schemes.

        Additional details regarding the options granted, including exercise price and expiry dates, are found in this item under the heading 'Compensation — Share Options.'

152

Directors and Senior Management

        As at June 28, 2005 the following directors of BP p.l.c. held interests in BP ordinary shares of 25 cents each or their calculated equivalent as set out below:

        As at June 28, 2005, the following directors of BP p.l.c. held options under the BP Group share option schemes for ordinary shares or their calculated equivalent as set out below:

(a)

In addition to the above, Dr Grote holds 75,200 Stock Appreciation Rights (equivalent to 451,200 ordinary shares).

(b)

Performance shares awarded on April 28, 2005 under the BP Executive Directors Incentive Plan. These represent the maximum possible vesting levels. The actual number of shares/ADSs which vest will depend on the extent to which performance conditions have been satisfied over a three year period.

        There are no directors or members of senior management who own more than 1% of the ordinary Shares outstanding. At June 28, 2005, all directors and senior management as a group held interests in 10,788,278 ordinary shares or their calculated equivalent and 12,416,830 options for ordinary shares or their calculated equivalent under the BP Group share options schemes.

        Additional details regarding the options granted, including exercise price and expiry dates, are found in this item under the heading 'Compensation — Share Options.'

146