Record US Private Placement

Wolseley PLC
19 October 2005

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART IN OR 
INTO THE UNITED STATES.

                                  Wolseley plc
                      Record $1.2 billion Private Placement

Wolseley plc, the world's largest distributor of heating and plumbing products
to professional contractor markets and a leading supplier of building materials,
today announces that it has, in principle, raised $1.2 billion through a private
placement of fixed and floating senior unsecured notes (the 'Notes'). The
transaction will refinance existing facilities that are due to mature within the
next two years.

Following strong investor demand, the transaction was over double the Company's
initial target, having expanded from $500 million to $1,200 million, making it
the largest traditional private placement financing in recent history.

There are eight tranches, six at fixed rates, ranging from 3 to 15 years and two
floating rates notes, for 3 and 7 years. All the tranches have bullet
repayments.

Thirty-one institutions subscribed to the transaction, which is expected to
close on 16 November 2005, subject to investor due diligence.

This transaction significantly diversifies the Group's debt funding away from
bank debt and greatly increases the maturity profile of the Group's debt
funding. The proceeds will be used principally to fund the Group's working
capital and refinance existing debt facilities.

Commenting on the announcement, Steve Webster, Group Finance Director, said:

'We are delighted that our placement has been so well received by this new
investor base. Our strategy to grow the business in fragmented markets both
organically and through acquisition has delivered strong returns over several
years. The placement allows us to diversify our debt funding away from bank
finance. We view this market as an attractive source of long term debt capital.
Investors in this market take a long term view of the growth prospects of the
company and we are delighted in their positive response to our initial
offering.'

The private placement was jointly arranged by Banc of America Securities and RBS
Greenwich Capital.

The Notes will be sold only to the limited number of institutions referred to
above in reliance upon an exemption from the registration requirements of the
U.S. Securities Act of 1933, as amended (the 'Securities Act'). The Notes will
not be registered under the Securities Act and, unless so registered, may not be
offered or sold in the United States except pursuant to an exemption from, or in
a transaction not subject to, the registration requirements of the Securities
Act and applicable state securities laws.

This press release shall not constitute or form part of an offer to sell or the
solicitation of an offer to buy, any securities in the United States or in any
other jurisdiction nor shall there be any sale of the Notes in any jurisdiction
in which such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of such jurisdiction.
Wolseley is not making a public offering of the Notes in the United States or in
any other jurisdiction.

In the United Kingdom, this press release does not constitute an invitation or
inducement to participate in the offering of the Notes.

                                    - ends -

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    07860 553834

Brunswick                               020 7404 5959
Andrew Fenwick
Deborah Fairbrass

There will be an analyst/investor conference call today at 12:00 (BST).
The dial-in details are:
UK dial-in                             01452 561 263
International dial-in                  [phone]

A replay facility will be available until 21st October 05 by dialling:
UK and international                  [phone]
Passcode                              1642696#


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Notes to Editors:

Wolseley plc is the world's largest specialist distributor of plumbing and
heating products to professional contractors and a leading supplier of building
materials 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, Luxembourg, Belgium
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.




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