# FORM 6-K

SECURITIES
  AND EXCHANGE COMMISSION

Washington,
  D.C. 20549

# Report of
  Foreign Issuer

# Pursuant
  to Rule 13a-16 or 15d-16 of

# Securities
  Exchange Act of 1934

For the month
  of June 2004

ABBEY NATIONAL
  PLC 
  (Translation of registrants name into English)

Abbey National
  House, 2 Triton Square, Regent's Place
London NW1 3AN, England   
   (Address of principal executive offices)

|Indicate
      by check mark whether the registrant files or will file annual reports under
      cover Form 20-F or Form 40-F.
|-------------------------------------------------------------------------------------------------------------------------------

Form 20-F . . . .X. . . . Form 40-F . . . . . . . . Indicate
        by check mark whether the registrant by furnishing the information contained
        in this Form is also thereby furnishing the information to the Commission
        pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.


Yes
  . . . . . . . No . . .X. . . .

---




**SCHEDULE 11 
  NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS**

****

1. Name of company

|ABBEY NATIONAL PLC
|------------------

2. Name of director

|MARK ANDREW PAIN 
           JASMIN JETHA
|-----------------------------------------

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 IN 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 IN 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)

|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

|PURCHASE OF SHARES UNDER THE PARTNERSHIP SHARE SCHEME
|-----------------------------------------------------

7. Number of shares / amount of stock acquired

|MARK ANDREW PAIN 45 
            JASMIN JETHA 24
|------------------------------------------------

8. Percentage of issued class

|0.00%
|-----

9. Number of shares/amount of stock disposed

|N/A
|---

10. Percentage of issued class

|N/A
|---

11. Class of security

|ORDINARY SHARES OF 10p EACH
|---------------------------

12. Price per share

|450p
|----

13. Date of transaction

|28 MAY 2004
|-----------

14. Date company informed

|28 MAY 2004
|-----------

15. Total holding following this notification

|MARK ANDREW PAIN 58,431 
            JASMIN JETHA 49,669
|--------------------------------------------------------

16. Total percentage holding of issued class following this notification

|0.00%
|-----

**If a director has been granted options by the company please complete the following boxes.**

****

17. Date of grant

|
|

18. Period during which or date on which exercisable

|
|

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

|
|

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

|
|

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

|
|

23. Any additional information

|
|

24. Name of contact and telephone number for queries

|JASON WRIGHT — 020 7756 4767
|----------------------------

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

|JASON WRIGHT
|------------

Date of Notification

|01 JUNE 2004
|------------

The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.









---

# SIGNATURES



Pursuant to the requirements
  of the Securities Exchange Act of 1934, the registrant has duly caused this
  report to be signed on its behalf by the undersigned, thereunto duly authorized.

|                   |  | ABBEY NATIONAL PLC                  
|------------------ |  | ------------------------------------
|Date: 01 June 2004 |  | By:/s/
      Jason Wright           
|                   |  | Jason
      Wright Abbey Secretariat