Rule 8.1- Carillion plc

Carillion PLC
19 November 2007


                                                                       FORM 8.1

          DEALINGS BY OFFERORS, OFFEREE COMPANIES OR THEIR ASSOCIATES
                  FOR THEMSELVES OR FOR DISCRETIONARY CLIENTS
                 (Rules 8.1(a) and (b)(i) of the Takeover Code)

1. KEY INFORMATION

Name of person dealing (Note 1)                            RJ Adam

Company dealt in                                           Carillion plc

Class of relevant security to which the dealings being     Ordinary Shares of
disclosed relate (Note 2)                                  50p each

Date of dealing                                            9 November 2007


2. INTERESTS, SHORT POSITIONS AND RIGHTS TO SUBSCRIBE

(a) Interests and short positions (following dealing) in the class of relevant
security dealt in (Note 3)

                                                   Long              Short
                                             Number    (%)       Number     (%)
(1) Relevant securities                      5,044      0.002
(2) Derivatives (other than options)
(3) Options and agreements to purchase/sell  180,629    0.06
                                     Total   185,673    0.062

(b) Interests and short positions in relevant securities of the company, other
than the class dealt in (Note 3)

          Class of relevant security:                 Long          Short
                                             Number    (%)       Number    (%)
(1) Relevant securities
(2) Derivatives (other than options)
(3) Options and agreements to purchase/sell
                                          Total

(c) Rights to subscribe (Note 3)

Class of relevant security:        Details

Ordinary Shares of 50p each        Leadership   10/04/07  180,629   N/A   10/04/10   N/A
                                   Equity 
                                   Award Plan
                                       


3. DEALINGS (Note 4)

(a) Purchases and sales

Purchase/sale                 Number of securities    Price per unit (Note 5)

Purchase (pursuant to a       44                       £3.886452
Dividend Reinvestment Plan)
offered to shareholders of
Carillion plc whose names
appeared on the register of
members on 14 September 2007                                     

(b) Derivatives transactions (other than options)

Product      Long/short      Number of securities    Price per unit 
name,        (Note 6)        (Note 7)                (Note 5)
e.g. CFD



(c) Options transactions in respect of existing securities


(i) Writing, selling, purchasing or varying

Product  Writing,     Number of         Exercise   Type, e.g. Expiry   Option
name,    selling,     securities to     price      American,  date     money
         purchasing,  which the option             European            paid/
         varying      relates (Note 7)             etc.                received
         etc.                                                          per unit
e.g.                                                                   (Note 5) 
call                                                                   
option                                                                 
                                                                      


(ii) Exercising

Product name, e.g. call      Number of            Exercise price per unit 
option                       securities           (Note 5)

(d) Other dealings (including new securities) (Note 4)

Nature of transaction (Note 8) Details   Price per unit (if applicable) (Note 5)



4. OTHER INFORMATION

Agreements, arrangements or understandings relating to options or derivatives

Full details of any agreement, arrangement or understanding between the person
disclosing and any other person relating to the voting rights of any relevant
securities under any option referred to on this form or relating to the voting
rights or future acquisition or disposal of any relevant securities to which any
derivative referred to on this form is referenced. If none, this should be
stated.
NONE

Is a Supplemental Form 8 attached? (Note 9) NO

Date of disclosure                                         19 November 2007

Contact name                                               Tim George

Telephone number                                           01902 318137

Name of offeree/offeror with which associated              Carillion plc

Specify category and nature of associate status (Note 10)  Director of Offeror



Notes

The Notes on Form 8.1 can be viewed on the Takeover Panel's website at
www.thetakeoverpanel.org.uk



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