Long-Term Incentive Plan

Rotork PLC
6 June 2000


Rotork p.l.c. Long-Term Incentive Plan ('the Plan')

The following Directors were conditionally awarded the number of ordinary
shares in Rotork p.l.c. set out below on 5th June 2000 under and subject to
the rules of the Rotork Long-Term Incentive Plan ('the Plan') as approved by
shareholders on 18 May 2000.  The shares are to be held in an Employee Share
Ownership Trust and the award shall become unconditional in whole or in part
subject to full or partial satisfaction of performance conditions (following a
four-year performance period)  which relate to total shareholder return of the
Company when compared to a defined comparator group.  

Director           Date of Award           Total shares awarded under LTIP

W.H. Whiteley      5 June 2000                       35,940
R.E. Slater        5 June 2000                       21,141
G.E. Malcolm       5 June 2000                       22,198