FORM 6-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                        Report of Foreign Private Issuer
                    Pursuant to Rule 13a - 16 or 15d - 16 of
                       the Securities Exchange Act of 1934

                           For the month of July, 2005

                                HSBC Holdings plc

                              42nd Floor, 8 Canada
                         Square, London E14 5HQ, England


(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


(If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): 82- ..............)





                    SALE OF FRAMLINGTON GROUP LIMITED TO AXA
                                        
Framlington Holdings Limited (FHL), which is 51 per cent indirectly owned by
HSBC Holdings plc and 49 per cent indirectly owned by Comerica Incorporated, has
agreed to sell its 90.8 per cent stake in London-based asset manager Framlington
Group Limited (FGL) to AXA Investment Managers SA (AXA IM).

To acquire FHL's 90.8 per cent of Framlington Group, AXA IM will pay a
consideration of GBP178.3 million in cash plus a potential net asset adjustment.
Those same terms are being offered by AXA IM to the remaining shareholders in
FGL, the majority of whom are directors and employees. Completion of the deal is
subject to certain conditions including regulatory approval.

FGL was established in 1969 and manages investments for unit trust, PEP and ISA
investors as well as pension funds, charities, investment trusts and
institutions. At 30 June 2005, Framlington had over GBP4.5billion in assets 
under management.

AXA IM is a member of the AXA Group.

Notes to editors:

1. The HSBC Group
Serving over 110 million customers worldwide, the HSBC Group has over 9,800
offices in 77 countries and territories in Europe, the Asia-Pacific region, the
Americas, the Middle East and Africa. With assets of US$1,277 billion at 31
December 2004, HSBC is one of the world's largest banking and financial services
organisations. HSBC is marketed worldwide as 'the world's local bank'.

2. Comerica Incorporated
Comerica Incorporated (NYSE: CMA) is a financial services company headquartered
in Detroit, strategically aligned into the Business Bank, Small Business &
Personal Financial Services, and Wealth & Institutional Management. Comerica
focuses on relationships, and helping businesses and people be successful.
Comerica reported total assets of $53.5 billion at March 31, 2005.

3. AXA Group
AXA is a leader in Financial Protection, a business that involves offering its
customers - individuals as well as small, mid-sized and large businesses - a
wide range of products and services that meet their insurance, protection,
savings, retirement and financial planning needs throughout their lives. AXA
reported assets under management totalling EUR827 billion at June 30, 2004, net
revenues of EUR37 billion and underlying earnings of EUR1.436 billion for first-
half 2004.

4. AXA Investment Managers (AXA IM)
AXA IM is a multi-specialist asset management company within the AXA Group, a
world leader in financial protection and wealth management. AXA IM is one of the
largest European-based asset managers with approximately EUR382.4 billion***
under management. AXA IM employs over 2,100 people*** and serves clients in
thirteen countries. ***Source: AXA IM as at 30th June 2005




                                   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.

                               HSBC Holdings plc

                                                By:
                                                Name:  P A Stafford
                                                Title: Assistant Group Secretary
                                                Date:  28 July 2005