Director Shareholding

Carillion PLC
14 March 2003

                          Transfer of Shares by the
            Carillion plc Qualifying Employee Share Ownership Trust


The trustee company of the Carillion plc Qualifying Employee Share Ownership
Trust (the Trust) today transferred 20,377 Carillion plc ordinary shares of 50p
each (0.009% of the issued share capital) pursuant to the exercise of options
under the Carillion plc Sharesave Scheme 1999.

This transaction was formally notified to Carillion plc (the Company) today, 14
March 2003. The total holding of the Trust following this transaction is 677,797
ordinary shares (0.32% of the issued share capital).

The executive directors of the Company are included as potential beneficiaries
under the terms of the Trust and are deemed to be interested in those shares and
the dealings thereof.


Tim George
Deputy Company Secretary
Carillion plc
14 March 2003


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