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 November, 2007

                               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- ..............)



                  HSBC HOLDINGS PLC - PRE-CLOSE TRADING UPDATE

HSBC Holdings plc (HSBC) will be  conducting a trading  update  conference  call
with analysts and investors  today to coincide with the release of its Pre-close
Trading Update and the third quarter results of its principal  operations in the
United  States (US),  HSBC  Finance  Corporation  and HSBC Bank USA Inc.,  whose
formal SEC 10-Qs will be available at Investor Relations on www.hsbc.com shortly
after  08.30 GMT.  The  trading  update  call will take place at 10.30 GMT,  and
details for  participating  in the call and live audio webcast can be also found
at Investor Relations on www.hsbc.com and at the end of this statement.

The  information  that will be covered  during the  meeting  relating  to HSBC's
operating  performance  is as follows.  Where  reference is made to  'underlying
basis',  comparative  information  has been  expressed at constant  currency and
adjusted  for the  effects of  acquisitions  and  disposals.  There have been no
material changes to the composition of the Group since the half-year.

Summary

HSBC's  profit  before  tax in the  third  quarter  of  2007  was  ahead  of the
equivalent quarter in 2006 ('prior year quarter') and so, following our improved
first half results,  the Group's  performance  for the first nine months of 2007
was also ahead of the comparable period last year.

Underlying revenue growth in the third quarter was higher than in the first half
of the year; and underlying cost growth was moderately lower.

In  Asia-Pacific  and the Middle East,  the  excellent  operating  and financial
performance  delivered in the first half of the year continued  during the third
quarter. Europe, driven by the UK, was strongly ahead of the prior year quarter,
though Latin America was lower as a result of higher loan impairment  charges in
Mexico.

Higher loan impairment charges in the US were more than offset by revenue growth
in the Group,  with the result that net operating income* was higher than in the
prior year quarter.

The loan impairment  charge in respect of our US Consumer  Finance  business was
US$3.4 billion in the third quarter of 2007. This charge was some US$1.4 billion
higher than would have been implied by extrapolating  first half trends; of this
increment,  some US$0.7  billion  related to real estate secured credit with the
remainder largely due to branch unsecured loan and cards portfolios.

Deterioration in US housing markets is affecting consumer finance credit quality
more broadly than  hitherto and loan  impairment  charges are expected to remain
high in these conditions.  There is the probability of further  deterioration if
the current  housing market  distress  continues and further impacts the broader
economy.

Personal Financial Services (PFS),  although adversely affected by conditions in
the US,  was  strongly  ahead  in  Europe,  Asia-Pacific  and the  Middle  East.
Commercial  Banking (CMB) and Private Banking  performed ahead of the prior year
quarter,  with encouraging  evidence of additional revenues being delivered as a
result of stronger linkages within the Group.

In difficult market  conditions,  our global Corporate,  Investment  Banking and
Markets (CIBM) business delivered pre-tax profits broadly in line with the prior
year  quarter.   Write-downs  of   securities,   credit  trading  and  leveraged
acquisition  financing positions were broadly offset by record revenues in other
CIBM businesses.

The  Group has very  little  direct  exposure  to US  sub-prime  mortgage-backed
collateralised  debt  obligations  (CDOs) and hence,  since the end of the third
quarter,  has not suffered  the further  significant  write-downs  of this asset
class disclosed by a number of other financial institutions.

The general market widening of credit spreads and liquidity  premia  experienced
in the quarter had a  favourable  effect on the  valuation of the portion of the
Group's own debt that is carried at fair value.  This is  reflected as a gain in
the income  statement in respect of items  carried at fair value and included in
the 'Other' customer segment.

During the quarter, the Group generated capital to support balance sheet growth;
the Group's tier 1 and total capital ratios  remained  strong and essentially in
line with those disclosed at the half year.

The Group's  performance  summarised  above,  achieved in a period of  turbulent
market  conditions,  reinforces the benefits of HSBC's strong and liquid balance
sheet and diversified revenue streams.

A more detailed commentary follows:

Continuing investment in the business

HSBC continued to pursue its stated  strategy of rebalancing the earnings of the
Group with investment  slanted towards emerging markets;  of targeting  selected
high-growth areas in developed  markets;  and using HSBC's unique  international
distribution  platform to build  business and revenues from trade and investment
flows between emerging and developed markets.

In the third quarter,  we concentrated our investment - both acquisitions and in
our own  business - on  emerging  markets.  We made a  strategic  investment  in
insurance in Vietnam and, in India, we agreed to form an insurance joint venture
with two local banks;  we were the first  foreign  bank to obtain the  necessary
formal  approvals to open a Rural Bank in mainland  China;  and we completed due
diligence  on our proposed  majority  investment  in Korea  Exchange  Bank,  the
sixth-largest bank in South Korea, Asia's third-largest  economy.  Subsequent to
the quarter end, we became the first  foreign bank to gain a licence to set up a
stand-alone  Islamic  Bank in Malaysia,  and we reached  agreement to extend our
insurance  business  in South  Korea  through  a joint  venture.  We also sold a
non-core credit card portfolio in the UK.

World's leading international emerging markets bank

In our operations in  Asia-Pacific  and the Middle East and in most of our Latin
American  businesses  we  continued  to  perform  strongly.  The growth of third
quarter pre-tax profits in our emerging  markets  businesses,  compared with the
prior year quarter,  exceeded the rate of progress achieved in the first half of
2007.

HSBC's  performance  continues to  demonstrate  our  competitive  advantages  in
capturing  revenue  opportunities  arising  from the  current  strength of Asian
markets. In particular, our global reach enables us to secure business from both
sides of the trade  equation and  intermediate  in investment  flows between the
developed and developing  world through our custody,  funds  administration  and
investment services businesses.

Excellent performance in Hong Kong

HSBC's third quarter results in Hong Kong were excellent with retail  brokerage,
funds income, insurance and deposit-related income all strong.

Leading international bank in mainland China

Within  our  operations  in  mainland  China,  we  grew  deposits  strongly  and
consequently boosted net interest income. Trade-related fees, commercial lending
and cash management activities all made significant contributions to revenue. We
also  increased  revenues  from  securities  services,  structured  products and
treasury   activities  in  buoyant  equity  markets,   and  benefited  from  the
progressive liberalisation of investment products.

Profit contributions from our strategic  investments in Ping An Insurance,  Bank
of  Communications  and  Industrial  Bank doubled  compared  with the prior year
quarter.  In October,  we increased our holding in Bank of  Communications to 19
per cent.  Our total  investment  in  strategic  associates  in  mainland  China
currently has a market value of around US$40 billion.

Strength throughout Asia-Pacific

In other Asia-Pacific countries, encouraging performances continued in the third
quarter,  particularly in the Group's operations in India, Singapore, Taiwan and
Indonesia.

Strong performance in the Middle East

In the Middle East,  the  benefits of a strong  economy  helped  boost  customer
demand for deposit  products and the region  continued to enjoy a benign  credit
environment. Profit growth in the quarter, compared with the prior year quarter,
accelerated when compared to the growth rate achieved in the first half of 2007.

Restructuring our US business

Sound performances were achieved in our retail bank branches, our online deposit
offering and our credit card  businesses,  but PFS profits in North America were
significantly  affected by rising loan impairment charges in real-estate secured
lending, and branch unsecured loan and cards portfolios.

We continued to run-off our Mortgage Services portfolio,  albeit at a decreasing
rate,  and we also took action to  restructure  the  business in light of market
conditions. We remain committed to this course of action.

On 21  September  2007,  we  announced  the closure of the  Decision  One broker
channel,  which  originated loans for onward sale. This contributed to a related
and significant contraction of the mortgage-backed trading operations of CIBM in
New York as part of a wider CIBM initiative to refocus on emerging markets.

Loan impairment charges in the third quarter in the US were higher than both the
preceding quarter and the prior year quarter.  The general weakness now emerging
in US real estate has had the effect of significantly  reducing the availability
of credit to non-prime  customers.  This,  together with a lack of appetite from
purchasers of securitised retail mortgage-backed debt, has made refinancing more
difficult and contributed to illiquidity  across most US housing markets.  There
is also some evidence of changed  customer  behaviour as foreclosures  increase,
repossessed  properties  remain  unsold  and  rental  alternatives  become  more
attractive.  All of these  factors are  contributing  to the  increases  in loan
delinquency  now  emerging  in the  branch-based  real  estate-secured  consumer
lending business and in Mortgage Services. Early stage delinquency rates in both
cards and branch unsecured lending are also showing signs of deterioration.

This weakening in the US credit  environment has led to a loan impairment charge
of US$3.4 billion in the US Consumer Finance business in the third quarter. This
charge  was  some  US$1.4  billion  higher  than  would  have  been  implied  by
extrapolating  first half trends;  of this increment some US$0.7 billion related
to real estate secured credit with the remainder largely due to branch unsecured
loan and cards portfolios.

At the end of the third  quarter,  US$1.6  billion  (3.2 per  cent) of  mortgage
balances  in our US  branch-based  consumer  finance  business  were two or more
payments  overdue,  compared with US$1.1 billion (2.3 per cent) at 30 June 2007.
The comparable  figures in Mortgage  Services were US$3.2 billion (8.2 per cent)
and US$2.6 billion (6.2 per cent) of the portfolio, respectively.

At 30 September 2007, total loan impairment allowances held against US non-prime
real estate lending were US$3.4 billion  compared with US$2.6 billion at the end
of June 2007. Loan impairment allowances held against the Mortgage Services book
rose by US$0.3 billion to US$2.4 billion while loan  impairment  allowances held
against  real estate  loans in the  branch-based  business  were US$0.5  billion
higher at US$1.0 billion.

Loan  impairment  charges for credit  cards,  retail  services and motor vehicle
lending in the US rose broadly in line with portfolio growth, mix and seasoning,
although the weakness in parts of the US economy, notably in housing and certain
manufacturing  industries,   continued  to  adversely  affect  certain  customer
segments.

If US  residential  property  values  continue  to  fall,  we  would  expect  an
increasing and persistent trend in overall real  estate-secured  delinquency and
loan  impairment  charges,  expressed both in dollars and as a percentage of the
portfolio. Also, the duration of the US non-prime real-estate secured portfolios
in our branch-based  consumer lending business and in Mortgage Services would be
extended and the portfolios would suffer higher losses throughout their lives.

As we now expect more prolonged weakness in the US housing market, we have taken
steps to restrict the product range we offer, thereby eliminating the equivalent
of around 5 per cent of Consumer Lending loan originations measured on the basis
of gross revenue. It is now clear that, in such market conditions, the projected
flow of new  business  is no longer  compatible  with the  scale of the  current
Consumer Finance branch network. As a consequence,  we have conducted a rigorous
appraisal  of both  the  business  and  the  physical  infrastructure  of our US
Consumer  Finance  operations.  We are  already  in the  process  of  closing or
consolidating 100 branches within our consumer-lending branch network across the
US,  and  plan  to  close a  further  260  branches  so  that  our  distribution
infrastructure  is better  aligned with the level of forecast  demand implied by
our credit  underwriting  risk  appetite.  This action will reduce the  Consumer
Finance branch network to 1,000 branches.  A restructuring charge of up to US$55
million  caused by these planned  closures is expected to be taken in the fourth
quarter of 2007.

Also in the fourth quarter, we will be making changes to fee and finance charges
on credit card services to improve our customer  proposition.  We estimate these
changes will reduce fee and finance  charge  income by between US$50 million and
US$60 million in the fourth  quarter of 2007 and by between  US$225  million and
US$250  million in 2008. We will also curb growth in customer loans and advances
in light of the  anticipated  slowing of the US economy and restrict credit line
increases and balance transfer offers. When we see the economy strengthening, we
will be able to resume growth.

Diversification and focus on emerging markets in CIBM

CIBM reported third quarter  pre-tax profits broadly in line with the prior year
quarter,  in spite of  write-downs  in credit  trading and leverage  acquisition
finance businesses totalling US$925 million. CIBM, which is increasingly focused
on emerging markets-led opportunities,  earned just under half its revenues from
Asia in the third quarter.

The third  quarter  was an  exceptionally  difficult  period in certain  trading
markets as  liquidity  contracted  across  some asset  classes.  In  particular,
structured  credit products were adversely  affected as investors  withdrew from
asset-backed  securities  markets.  Market  illiquidity was exacerbated as banks
took into account contingent funding  requirements arising from commercial paper
issuance and,  potentially,  from  providing  support to  structured  investment
vehicles (SIVs).  During this period, HSBC attracted deposits and our commercial
surplus expanded strongly, particularly in Asia.

Credit spreads  widened across  non-government  asset classes,  contributing  to
pre-tax    write-downs   of   US$750    million   on    securities,    including
wholesale-purchased   sub-prime  residential  mortgages  and  structured  credit
trading  positions  held on balance  sheet,  and US$175 million (net of fees) in
respect of  non-syndicated  committed  facilities in the  leveraged  acquisition
finance business. Of these write-downs, some US$600 million arose in CIBM in New
York.

Within CIBM,  wholesale-purchased  sub-prime residential mortgages in the US not
yet  securitised  amounted  to  approximately  US$2  billion  at the  end of the
quarter.   The  Group  has  very  little   direct   exposure  to  US   sub-prime
mortgage-backed CDOs.

Largely  offsetting the write-downs,  record quarterly revenues were achieved in
Foreign Exchange,  Payments and Cash Management,  Securities  Services and Group
Investment Businesses.

CIBM's  third  quarter  performance  showed that its  emerging  markets-led  and
financing   focused  strategy  has  produced   resilient  results  in  difficult
conditions  by enabling it to benefit  from strong  emerging  market  investment
flows and trade volumes, and market volatility,  which encourages client hedging
activity.  In addition,  the contraction in general market liquidity has boosted
HSBC's attractiveness to counterparties due to the Group's strong balance sheet.

In Group Investment  Businesses,  funds under management grew during the quarter
by US$18 billion and our emerging markets strength produced further  performance
fees.

Balance  Sheet  Management  revenues  in the  quarter  remained in line with the
progress made in the first half of 2007.  Gains from principal  investments were
lower than the run rate achieved in the first half.

Conduits and SIVs

The Group's principal  sponsored conduits,  Solitaire,  Bryant Park, Regency and
Abington   Square,   which  are  on-balance   sheet  under  IFRSs,  are  funding
satisfactorily  with no impairment  of assets.  The two  off-balance  sheet SIVs
managed by HSBC,  Cullinan and Asscher,  also currently  have requisite  funding
arrangements  in place.  In our  capacity as  managers of the SIVs,  we actively
continue to work with the income note and senior note holders during this period
of market  disruption.  Asset quality  within the SIVs remains high although two
financial  institution  issuers  of  assets  held by the  SIVs  were  downgraded
subsequent to the quarter end.

Strong performance in CMB

CMB's pre-tax  profits in the third quarter  compared  favourably with the prior
year quarter,  and were in line with growth  achieved in the first half of 2007.
Increases  in revenue  were driven by higher  deposits in Hong Kong and mainland
China  and  strong  lending  growth  in the  UK.  The  business  benefited  from
significant  increases in the volume and value of inter-regional  referrals from
within HSBC.

Credit spread impact on the fair value of our own debt

The general  widening of credit spreads and liquidity premia that contributed to
the write-down of positions in CIBM had a favourable  effect on the valuation of
the  portion of the  Group's  own debt that is carried  at fair  value.  To some
extent this acted as a  counterbalance  to credit spread widening on the Group's
trading positions and reflected the accounting  benefit of having raised debt at
spreads no longer achievable in current market conditions. In the third quarter,
the favourable impact of this fair value accounting  contributed  US$1.3 billion
to pre-tax  profits.  This benefit is mainly  accounted  for within  'Other' and
therefore is not allocated to customer groups and global businesses.

Credit environment broadly stable outside the US

Outside the US,  credit  performance  in the third quarter  remained  favourable
compared with historical trends, except in Mexico where the expected impact from
the  seasoning  of  recent  growth  in the loan  book  added to loan  impairment
charges, as signalled at the interim stage.

In the UK, encouragingly, credit trends in the personal business showed signs of
improvement in the third quarter,  reflecting  underwriting  changes made in the
last two years.

Our credit appetite in many markets remains selective in light of elevated asset
price growth relative to underlying income growth.

Taxation and other matters

The  Group's  effective  tax rate in the third  quarter was lower than in recent
years,  primarily due to the considerably  higher contribution from Hong Kong to
the Group's profits in the quarter and adjustment to certain temporary  deferred
tax timing differences.

The gain on sale of the Group's headquarters building at 8 Canada Square remains
unrecognised in the Group's financial performance.

Outlook

It is particularly  difficult to assess the outlook for the rest of the year and
into 2008.

In spite of the severity of the housing market downturn,  US annualised economic
growth  in the third  quarter  was 3.9 per cent,  considerably  higher  than the
market  consensus.  This  partly  reflected  a  significant  improvement  in the
country's  trade balance,  with US exports boosted by a combination of continued
strength  in  emerging  markets  and the weak US  dollar.  Risks  to  continuing
economic  growth  exist in the event of a  prolonged  weakness in the US housing
market,  which  remains  our main area of  concern.  In the  absence  of general
confidence in a housing market upturn, this would lead to continuing high levels
of loan impairment charges.

The strength of Asian and Middle Eastern  economies and financial  markets looks
sustainable  in the near term as domestic  and  regional  growth  continues at a
rapid pace.  Increasing  trade  between  Asia and Latin  America and  increasing
investment  into  the  West  from the  Middle  East,  India  and  China  provide
attractive business opportunities for HSBC at both ends of the flows.

In terms of  market  risk,  extreme  volatility  in traded  markets  driven by a
liquidity   shock  remains  more  than  a  remote   possibility,   with  adverse
consequences  for  the  valuation  of  all  risk  and  trading  positions.   The
de-leveraging  of the  financial  system  now  underway,  however,  plays to the
strength of a strongly capitalised, liquid and well-diversified Group like HSBC.

HSBC  remains  fully  committed  to  its  principles  of  capital  strength  and
liquidity.  This  commitment  enables us to support  our  customers  and respond
flexibly to challenging market conditions and opportunities as they arise.

HSBC's  results for the year ending 31 December 2007 will be announced on Monday
3 March 2008.

Conference call details

The conference call is being hosted by Michael Geoghegan, Group Chief Executive,
and Douglas Flint,  Group Finance  Director,  and will be accessible by dialling
the following local telephone numbers:

UK:                     +44 20 7019 0812

UK toll free:           0800 018 0795

USA:                    +1 210 795 0472

USA toll free:          877 818 6787

Hong Kong:              +852 2286 5632

Hong Kong toll free:    800 964 136

Restrictions may exist when accessing freephone/toll free numbers using a mobile
telephone.

Passcode:               HSBC

A recording of the conference  call will be available from the close of business
14 November 2007 until close of business on 14 December 2007.

Local replay access telephone numbers are:

UK toll:                +44 20 7192 0843

UK toll free:           0800 279 5528

USA toll:               +1 203 369 4975

USA toll free:          1 866 855 8654

Hong Kong:              +852 2802 5151

Replay access passcode: 369682

On 15 November  2007,  the replay will also be accessible  on HSBC's  website by
following this link: http://www.hsbc.com/hsbc/investor_centre.

Footnote

* Net  operating  income  is  total  operating  income  after  deduction  of net
insurance claims incurred and movement in policyholders'  liabilities,  and loan
impairment charges and other credit risk provisions.

Notes to editors:

1. HSBC Holdings plc

HSBC Holdings plc serves over 125 million  customers  worldwide  through  around
10,000  offices in 83 countries  and  territories  in Europe,  the  Asia-Pacific
region, the Americas,  the Middle East and Africa.  With assets of some US$2,150
billion  at 30  June  2007,  HSBC  is one of the  world's  largest  banking  and
financial  services  organisations.  HSBC is marketed  worldwide as 'the world's
local bank'.

2. An  interview  with Michael  Geoghegan,  Group Chief  Executive,  and Douglas
Flint,  Group  Finance  Director,  is now available in  video/audio  and text on

www.hsbc.com and www.cantos.com.


                                    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:  14 November 2007