Offer Update

Wolseley PLC
01 June 2006

OFFER UPDATE

Wolseley Bristol Limited

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO CANADA, AUSTRALIA OR
JAPAN

FOR IMMEDIATE RELEASE

1 June 2006

                             Recommended cash offer

                                       by

                                  UBS Limited
                            ('UBS Investment Bank')

                                  on behalf of

                            Wolseley Bristol Limited
                  (a wholly-owned subsidiary of Wolseley plc)
                                      and
           (in the United States) by Wolseley Bristol Limited itself

                                      for

                                Brandon Hire plc



COMPULSORY ACQUISITION OF OUTSTANDING BRANDON HIRE SHARES

On 10 April 2006, Wolseley Bristol Limited ('Wolseley Acquisitions') made a
recommended cash offer (the 'Offer') for the entire issued and to be issued
ordinary share capital of Brandon Hire plc ('Brandon Hire').

Wolseley Acquisitions announces that by 3.00 p.m. on 11 May 2006 it had received
valid acceptances in respect of or otherwise contracted to acquire 32,156,126
Brandon Hire Shares, representing approximately 90.02 per cent. of Brandon Hire
Shares to which the Offer relates.  As at 3.00 p.m. on 31 May 2006, Wolseley
Acquisitions had received valid acceptances in respect of or otherwise
contracted to acquire 34,945,717 Brandon Hire Shares, representing approximately
97.83 per cent. of Brandon Hire Shares to which the Offer relates.

Accordingly, Wolseley Acquisitions is today despatching compulsory acquisition
notices under section 429 of the Companies Act to the holders of Brandon Hire
Shares who have not yet accepted the Offer. The transfer of the compulsorily
acquired Brandon Hire Shares is expected to take place on or after 13 July 2006.

The Offer will remain open for acceptance until further notice.  At least 14
days notice will be given by an announcement before the Offer is closed.

Terms defined in the Offer Document dated 10 April 2006 have the same meaning in
this announcement unless the context otherwise requires.

Enquiries:

Wolseley plc

Investors/Analysts:
Guy Stainer                                                     [phone]
Head of Investor Relations                                      [phone]

John English                                                     [phone]
Director of Investor Relations,                                  [phone]
North America

Press:
Penny Studholme                                                 [phone]
Director of Corporate Communications                            [phone]

UBS Investment Bank                                             [phone]
(Financial adviser to Wolseley)
Liam Beere
Tim Waddell
James Robertson

The availability of the Offer to persons outside the United Kingdom may be
affected by the laws of other jurisdictions.  Such persons should inform
themselves and observe any applicable requirements of those jurisdictions.

The Offer is not being made in or into, and is not capable of acceptance in or
from, Canada, Australia or Japan.  Accordingly, copies of this announcement and
any offer documents are not being, and must not be, mailed or otherwise
forwarded, distributed or sent in, into or from, Canada, Australia or Japan.
Custodians, nominees and trustees should observe these restrictions and should
not send or distribute documents in or into Canada, Australia or Japan.

This press release does not constitute the solicitation of an offer to buy
securities in Canada, Australia or Japan or in any other jurisdiction in which
such solicitation would be unlawful.

UBS Investment Bank is acting for Wolseley Bristol Limited and Wolseley plc in
connection with the Offer and no-one else and will not be responsible to anyone
other than Wolseley Bristol Limited and Wolseley plc for providing the
protections offered to clients of UBS Investment Bank nor for providing advice
in relation to the Offer.


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