UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


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                                    FORM 6-K

                        REPORT OF FOREIGN PRIVATE ISSUER
                    PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
                      THE SECURITIES EXCHANGE ACT OF 1934

                         For the month of January 2003

                                  PEARSON plc
             (Exact name of registrant as specified in its charter)

                                      N/A

                (Translation of registrant's name into English)

                                   80 Strand
                            London, England WC2R 0RL
                                44-20-7010-2000
                    (Address of principal executive office)

Indicate by check mark whether the Registrant  files or will file annual reports
under cover of 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

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        This Report includes the following documents:

1. A press release from Pearson plc announcing a Holding(s) in Company



LETTER TO: RNS

Notification of change in interest in shares

We write in accordance with rule 9.12, under the continuing obligations section
of the Listing Rules, to notify you that we have today received information
that, pursuant to section 198 of the Companies Act 1985, the shareholding of
Government of Singapore Investment Corporation Pte Ltd which equals 24,083,224
shares, now represents 3.00% of the issued ordinary share capital of Pearson
plc.

The registered holders of the shares are listed on the schedules below.

LETTER FROM: PEARSON PLC


Subject:  Interest in Pearson PLC

1.     In compliance with Section 198 of the Companies Act 1985, we wish to
       inform you that the following persons have an interest in the ordinary
       shares of Pearson PLC as at 22/01/03. Our holdings as at 22/1/03 are as
       follows:

A)     Beneficiary owner's name : Government of Singapore

       Holdings: 14,709,125 shares
       Registered holder's name: The Securities Management Trust Ltd
       (A/c No : SMC)

       Holdings: 253,000 shares
       Registered holder's name: Nortrust Nominees Limited (A/c No : EM073)

       Holdings: 45,243 shares
       Registered holder's name: Nortrust Nominees Limited (A/c No : EM087)

       Holdings: 121,500 shares
       Registered holder's name: Nortrust Nominees Limited (A/c No : EM088)

       Holdings: 53,000 shares
       Registered holder's name: Nortrust Nominees Limited (A/c No : EM093)

       Holdings: 25,000 shares
       Registered holder's name: Nortrust Nominees Limited (A/c No : EM101)

       Holdings: 19,096 shares
       Registered holder's name: Nortrust Nominees Limited (A/c No : EM115)

       Holdings: 25,000 shares
       Registered holder's name: Nortrust Nominees Limited (A/c No : EM121)

       Holdings: 4,116 shares
       Registered holder's name: Nortrust Nominees Limited (A/c No : EM122)

       Holdings: 67,950 shares
       Registered holder's name: Nortrust Nominees Limited (A/c No : EM154)

       Holdings: 8,047 shares
       Registered holder's name: Nortrust Nominees Limited (A/c No : EM167)

       Holdings: 171,527 shares
       Registered holder's name: Nortrust Nominees Limited (A/c No : EM170)

       Holdings: 5,900 shares
       Registered holder's name: Nortrust Nominees Limited (A/c No : EM174)

       Holdings: 70,400 shares
       Registered holder's name: Nortrust Nominees Limited (A/c No : EM186)

       Holdings : 247,500 shares
       Registered holder's name: Nortrust Nominees Limited (A/c No : GIC02)


B)     Beneficiary owner's name: Monetary Authority of Singapore

       Holdings: 1,209,946 shares
       Registered holder's name: The Securities Management Trust Ltd
       (A/c No : SMB)

       Holdings: 2,331,356 shares
       Registered holder's name: The Securities Management Trust Ltd
       (A/c No : SMH)

       Holdings: 4,715,518 shares
       Registered holder's name: The Securities Management Trust Ltd
       (A/c No : SMJ)

                                    SIGNATURE


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.

                                   PEARSON plc

Date: 23rd January 2003

                             By:   /s/ STEPHEN JONES
                            -----------------------
                                   Stephen Jones
                                   Deputy Secretary