Director Shareholding

Morgan Sindall PLC
11 August 2004

                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS



1. Name of company


Morgan Sindall Plc



2. Name of director


John Christopher Morgan



3. Please state whether notification indicates that it is in respect of holding
of the shareholder named in 2 above or in respect of a non-beneficial interest
or in the case of an individual holder if it is a holding of that person's
spouse or children under the age of 18 or in respect of a non-beneficial
interest


As 2 above



4. Name of the registered holder(s) and, if more than one holder, the number of
shares held by each of them (if notified)


John Christopher Morgan Esq



5. Please state whether notification relates to a person(s) connected with the
director named in 2 above and identify the connected person(s)


N/A



6. Please state the nature of the transaction. For PEP transactions please
indicate whether general/single co PEP and if discretionary/non discretionary


Vesting of 13,470 ordinary shares under the Morgan Sindall Long Term incentive Plan

Sale of 450,000 ordinary shares from existing holding of 6,266,238 ordinary shares



7. Number of shares / amount of stock acquired


13,470 Ordinary shares



8. Percentage of issued class


0.03%



9. Number of shares/amount of stock disposed


450,000 Ordinary Shares



10. Percentage of issued class


1.069%



11. Class of security


5p Ordinary shares



12. Price per share


13,470 Ordinary Shares vested under the Morgan Sindall Long Term Incentive Plan 
at £4.475

Sale of 450,000 Ordinary shares at £4.60



13. Date of transaction


13,470 Ordinary shares vested as per note 7 above on 10 August 2004

Sale of 450,000 ordinary shares as per note 9 above on 11 August 2004



14. Date company informed


11 August 2004



15. Total holding following this notification


John Christopher Morgan            5,829,708 Ordinary Shares

Legis Trust Limited JCM Acct           7,852 Ordinary Shares



16. Total percentage holding of issued class following this notification


13.86%



If a director has been granted options by the company please complete the
following boxes.



17. Date of grant


N/A



18. Period during which or date on which exercisable


N/A



19. Total amount paid (if any) for grant of the option


N/A



20. Description of shares or debentures involved: class, number


N/A



21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at time of exercise


N/A



22. Total number of shares or debentures over which options held following this
notification


N/A



23. Any additional information


John Morgan has no current intention of selling any further shares and in any 
event not before the announcement of the results for the year ending 31 December 
2004.



24. Name of contact and telephone number for queries


W R Johnston, Tel No: 020 7307 9230



25. Name and signature of authorised company official responsible for making
this notification


W R Johnston



Date of Notification


11 August 2004



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