Director/PDMR Shareholding

Grafton Group PLC
15 August 2005



SCHEDULE 11

Notification of Transactions of Directors/Persons Discharging Managerial
Responsibility and Connected Persons





All relevant boxes should be completed in block capital letters


1      Name of the Issuer                    2   State whether the notification relates to:

       Grafton Group plc                         a transaction notified in accordance with Market Abuse Rules; (ii)
                                                 a disclosure made in accordance with section 53 (as extended by
                                                 section 64 of the Companies Act 1990) or entered into the issuer's
                                                 register in accordance with section 59 of the Companies Act 1990;
                                                 or (iii) both (i) and (ii).



                                                 Notification made in capacity as Trustees of Grafton Group Shares
                                                 Participation Scheme.




3      Name of person discharging managerial 4   State whether notification realties to a person connected with a
       responsibilities/director                 person discharging managerial responsibilities/director named in 3
                                                 and identify the connected person
       Michael Chadwick and Colm O Nuallain






5      Indicate whether the notification is  6   Description of shares (including class) debentures or derivatives
       in respect of a holding of the person     or financial instruments relating to shares
       referred to in 3 or 4 above or in
       respect of a non-beneficial interest      Grafton Units

       Notification made in capacity as
       Trustees of Grafton Group Shares
       Participation Scheme.




7      Name or registered shareholder(s)     8   State the nature of the transaction
       and, if more than one, member of
       shares held by each of them               Sale of 152 shares by the scheme on behalf of employees who were
                                                 beneficial owners of the shares
       Cresent Trust Co., + Michael Chadwick
       + Colm O Nuallain + Aidan O' Mara as
       Trustees of the Grafton Group Share
       Participation Scheme


9      Number of shares, debentures or       10  Percentage of issued class acquired (treasury shares of that class
       financial instruments relating to         should not be taken into account when calculating  percentage)
       shares acquired


11     Number of shares, debentures or       12  Percentage of issued class disposed (treasury shares of that class
       financial instruments relating to         should not be taken into account when calculating  percentage)
       shares disposed

       152
13     Price per share or value of           14  Date and place of transaction
       transaction
                                                 12th August 2005
       Sold 152 Grafton Units @ €9.10 per
       Unit


15     Total holding following notification  16  Date issuer informed of transaction
       and total percentage holding
       following notification (any treasury      12th August 2005
       shares should not be taken into
       account when calculating percentage.



        826,140 Grafton Units held by the

       Grafton Group Share Participation
       Scheme

       On behalf of employees who are the
       beneficial

       Owners of the shares.

       Percentage holding - 0.35%



If a person discharging managerial responsibilities has been granted options by
the issuer, complete the following boxes:


17               Date of grant                         18                                      Period during which or
                                                                                               date on which it can be
                                                                                               exercised


19               Total amount paid (if any) for grant  20                                      Description of shares or
                 of the option                                                                 debentures involved
                                                                                               (class and number)


21               Exercise price (if fixed at time of   22                                      Total number of shares
                 grant) or indication that the price                                           or debentures over which
                 is to be fixed at the time of                                                 options are held
                 exercise                                                                      following notification


23               Any additional information            24                                      Name of contact and
                                                                                               telephone number for
                                                                                               queries










Name and signature of authorised officer of issuer responsible for making notification

Charles Rinn - Secretary

_________________________________________________

Date of notification

12th August 2005





Notes:           This form is intended for use by an issuer to make a RIS
notification required by (the Market Abuse Rules(1) and) section 53 (as extended
by section 64 of the Companies Act 1990) or entered into the issuer's register
in accordance with section 59 of the Companies Act 1990.



(1)       An issuer making a notification in respect of a transaction relating
to the shares or debentures of the issuer should complete boxes 1 to 16, 23 and
24.



(2)       An issuer making a notification in respect of a derivative relating to
the shares of the issuer should complete boxes 1 to 4, 6, 8, 13, 14, 16, 23 and
24.



(3)       An issuer making a notification in respect of options granted to a
director/person discharging managerial responsibilities should complete boxes 1
to 3 and 17 to 24



(4)       An issuer making a notification in respect of a financial instrument
relating to the shares of the issuer (other than a debenture) should complete
the boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24.










--------------------------

(1) Please note that the requirement to make a notification under the Market
Abuse Rules does not apply until 1 October 2005. Schedule 11 may be subject to
amendment prior to 1 October 2005 to bring it in line with the Financial
Regulator's 'Notification of Transactions of Directors/Persons Discharging
Managerial Responsibility and Connected Persons' under the Market Abuse
Disclosure Rules.



















This announcement has been issued through the Companies Announcement Service of



                            The Irish Stock Exchange










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