Director Shareholding

Wolseley PLC
28 July 2004


Notification under the Listing Rules - Directors - Shares - Rule 16.3 (c)

Wolseley plc confirms that Mr C A Banks, Group Chief Executive, has today
increased his shareholding in the company by 31,300 ordinary shares. 

He has exercised the under-noted share options under the terms of the Wolseley 
1989 Executive Share Option Scheme and has retained all of the shares issued to 
him and now holds 140,451 ordinary shares.

Director's Name    No. of options  Exercise price   Total no. of     Date of
                     exercised       per share    shares acquired   acquisition
                                     (in pence)
Mr C. A. Banks        16,800           388.75          31,300       28.07.2004
                      14,500           440.00


FURTHER INFORMATION:

Wolseley plc
Tel: [phone]

Mark White - Group Company Secretary and Counsel
Guy Stainer - Head of Investor Relations

                      This information is provided by RNS
            The company news service from the London Stock Exchange