Director Shareholding

SCHEDULE 11                                  
                                                                               
         NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS          

1. Name of company

Caledonia Investments plc                                                      

2. Name of director

The Hon C W Cayzer                                                             

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

1. Non - beneficial 2. Beneficial                                              

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

The Rt Hon Herbert Robin Cayzer Baron Rotherwick & The Hon Charles William     
Cayzer - Executors of The Lord Rotherwick, Deceased.                           

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

Not applicable                                                                 

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

Transfer of shares from the Executors of the Estate of the late Lord Rotherwick
to the beneficiaries, one of whom is The Hon C W Cayzer                        

7. Number of shares / amount of stock acquired

Beneficial - 31,667                                                            

8. Percentage of issued class

0.043%                                                                         

9. Number of shares/amount of stock disposed

Non-beneficial - 190,000                                                       

10. Percentage of issued class

0.26%                                                                          

11. Class of security

Ordinary 5p                                                                    

12. Price per share

Not applicable                                                                 

13. Date of transaction

26 June 2002                                                                   

14. Date company informed

26 June 2002                                                                   

15. Total holding following this notification

Beneficial - 107,737 Non-beneficial - nil Options - 82,600                     

16. Total percentage holding of issued class following this notification

Beneficial - 0.15%                                                             

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

17. Date of grant



18. Period during which or date on which exercisable



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



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



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



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



23. Any additional information



24. Name of contact and telephone number for queries

Mrs E J Osborn 020 7802 8080                                                   

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

Mrs E J Osborn, Assistant Company Secretary                                    

Date of Notification

26 June 2002                                                                   

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