Notice to Holders

Grafton Group PLC
15 March 2006



                               Grafton Group plc

                       Notice to Holders of Grafton Units


Grafton Group plc (the 'Company') hereby gives notice to all holders of Grafton
Units on the Company's Register of Members at the close of business on 24 March
2006 (the 'Record Date') that the Company will purchase one 'A' Ordinary Share
per Grafton Unit held at the Record Date under the Company's Articles of
Association (pursuant to section 211 of the Companies Act 1990), on 24 March
2006, for 8.5 cent cash for each 'A' Ordinary Share purchased.


The cash consideration will be paid on 31 March 2006.


All purchased 'A' Ordinary Shares will be cancelled by the Company upon purchase.




Dated: 15 March 2006




Ends


Charles Rinn
Secretary
Grafton Group plc
Heron House
Corrig Road
Sandyford Industrial Estate
Dublin 18
Telephone: [phone]


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