Director Shareholding

Carillion PLC
21 February 2005


                                 Carillion plc
             Employee Share Ownership Trust - Directors' Interests

Carillion plc (the Company) was notified on 18th February 2005 that the
Carillion plc Employee Share Ownership Trust (the Trust) transferred 18,023
Carillion plc ordinary shares of 50p each (0.008% of the issued share capital)
pursuant to the exercise of options under the Carillion plc Sharesave Scheme.

The balance of Carillion plc ordinary shares now held by the Trust totals
4,219,990 (1.97% of the issued share capital).

Directors of the Company have an interest in these shares in their capacities as
potential beneficiaries under the said Trust.


Tim George
Deputy Company Secretary
Carillion plc
21st February 2005



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