Acquisition

Wolseley PLC
01 November 2005



NEWS RELEASE

1 November 2005



                                  Wolseley plc

 Wolseley announces the acquisition of William Wilson, a leading UK distributor
         of plumbing, heating and electrical supplies, for £81 million





Wolseley plc, the world's largest specialist trade distributor of plumbing and
heating products to professional contractors and a leading supplier of building
materials, announced today that it has acquired William Wilson Holdings Ltd
('William Wilson'), a leading distributor of plumbing, heating and electrical
supplies in the UK. The acquisition provides Wolseley UK with a substantial
entry point into the electrical market.


Since the beginning of the financial year on 1 August 2005, a total of 11
distribution businesses in Europe and North America have been acquired for an
aggregate consideration of approximately £317 million in cash. These 11
acquisitions are expected to add approximately £462 million to group turnover in
a full year. Goodwill related to these acquisitions is estimated to be around
£220 million.

Wolseley UK acquired William Wilson on 31 October 2005 from 3i and a large
number of individuals and trusts. The acquisition is in line with Wolseley's
strategy of expanding its European distribution operations into related
construction materials. The cash consideration of £81 million will be financed
from Wolseley's existing resources.

The William Wilson business


The company has approximately 600 employees and operates from a network of 45
trading locations in Scotland and the North of England. It is organised into two
specialist divisions. The Plumbing and Heating Division, which accounted for 60%
of turnover for the year ended 31 March 2005, has 20 locations and includes
Scotland's largest bathroom showroom network with a total of ten outlets. The
Electrical Wholesale Division has a network of 25 locations and accounted for
40% of the turnover for the same period.


Many of William Wilson's suppliers in its Plumbing and Heating Division are
common to Wolseley UK's supplier base and this is expected to create
opportunities for purchasing synergies. It is also expected that supply chain
efficiencies will be created by utilising existing distribution centres.


The Electrical Wholesale Division will be expanded by an aggressive programme of
branch openings which should provide additional scale benefits.


The operational management of William Wilson will remain with the business and
join the Wolseley group reporting to Adrian Barden, Managing Director, Wolseley
UK.


Financial effects of acquisition


For the year ended 31 March 2005, William Wilson reported sales of £104.7
million and a normalised profit before interest and goodwill of £4.0 million.
Gross assets at that date were £42.0 million. The business has achieved
substantial growth in its current financial year to date. The acquisition is
expected to be earnings enhancing from the outset. The return on gross capital
employed is expected to achieve Wolseley's normal acquisition return target for
a strategic acquisition.



Charlie Banks, Group Chief Executive of Wolseley said:


'We are delighted to announce this acquisition which further strengthens our
presence in the UK market. As well as significantly expanding our operations in
the North of England and Scotland, the acquisition of William Wilson enables us
to develop our presence in these regions and to expand the range of construction
products we distribute to now include electrical supplies. We remain committed
to growing the business at double-digit rates through a combination of organic
and acquisition growth.'





The divisional split of the total acquisition spend since 1 August 2005 is:

Division                                      No. of Acquisitions      Spend

                                                                     £ million

European Distribution                                            4         242
North American Plumbing & Heating                                7          75
Distribution
US Building Materials Distribution                               -           -
                                      TOTAL                     11         317






ENQUIRIES:


Investors/Analysts:

Guy Stainer                                                     0118 929 8744

Head of Investor Relations                                      07739 778 187

Press:

Penny Studholme                                                 0118 929 8886

Director of Corporate Communications


Brunswick                                                       020 7404 5959

Andrew Fenwick

Deborah Fairbrass









Certain statements included in this announcement may be forward-looking and may
involve risks, assumptions and uncertainties that could cause actual results to
differ materially from those expressed or implied by the forward looking
statements. Forward-looking statements include, without limitation, projections
relating to results of operations and financial conditions and the Company's
plans and objectives for future operations including, without limitation,
discussions of the Company's business and financial plans, expected future
revenues and expenditures, investments and disposals, risks associated with
changes in economic conditions, the strength of the plumbing and heating and
building materials market in North America and Europe, fluctuations in product
prices and changes in exchange and interest rates. All forward-looking
statements in this respect are based upon information known to the Company on
the date of this announcement. The Company undertakes no obligation to publicly
update or revise any forward-looking statement, whether as a result of new
information, future events or otherwise. It is not reasonably possible to
itemise all of the many factors and events that could cause the Company's
forward-looking statements to be incorrect or that could otherwise have a
material adverse effect on the future operations or results of the Company.







Notes to Editors


Wolseley plc is the world's largest specialist trade distributor of plumbing and
heating products and a leading supplier of building materials to professional
contractors in North America, the UK and Continental Europe. Group sales for the
year ended 31 July 2005 were approximately £11.3 billion and operating profit,
before goodwill, was £721 million. Wolseley has around 60,000 employees
operating in 14 countries namely: UK, USA, France, Canada, Ireland, Italy, The
Netherlands, Switzerland, Austria, Czech Republic, Hungary, Belgium, Luxembourg
and Denmark. Wolseley is listed on the London and New York Stock Exchanges (LSE:
WOS.L, NYSE: WOS) and is in the FTSE 100 index of listed companies.


                                   -- ENDS --







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