Holding in Company etc

Grafton Group PLC
20 May 2004



Grafton Group plc











20th May 2004





The Irish Stock Exchange Limited

28 Anglesea Street

Dublin 2





In compliance with the obligations imposed by Section 91 of the Companies Act,
1990, on behalf of Grafton Group plc and Weeksbury Limited respectively, I wish
to notify you that Weeksbury Limited of 1 Stokes Place, St. Stephen's Green,
Dublin 2, a wholly-owned subsidiary of Grafton Group plc, is the beneficial and
registered owner of 14,397,489 ordinary shares in Heiton Group plc representing
29.01 per cent of the issued share capital of that class.



Yours faithfully,









Charles Rinn

Company Secretary









                                                                     FORM SAR 6.

                                               Date of disclosure   20 May 2004.

   DISCLOSURE UNDER RULE 6 OF THE IRISH TAKEOVER PANEL ACT, 1997 (SUBSTANTIAL
                        ACQUISITION) RULES, 1997 ('SARs)



Date of acquisition ...19 May 2004.............................................

Acquisition in .........Heiton Group plc.......................................
(name of company)


(1)  Class of voting shares          Number of shares/rights over shares  If rights over shares acquired,
                                     acquired                             as opposed to the shares
      (eg ordinary shares)                                                themselves, specify nature of
                                                                          rights





                                     2,637,198 ...............
      Ordinary shares                ......shares
                                                                          ...............................
                                                                          .....

                                     ..................................
                                     rights








(2)  Resultant total holding of      Resultant total holding of rights    Total percentage
voting shares (and % of total voting over shares (and % of total voting
shares in issue)                     shares in issue)



N/A                                  ................14,397.489.........
                                     ( 29.01  %)
                                                                          ......29.01....    %





(3)  Party making disclosure ..........Weeksbury Limited, a wholly owned
subsidiary of Grafton Group plc......................................



(4)  (a)  Name of person acquiring shares or rights over shares ......Weeksbury
Limited, 1 Storkes Place, St. Stephens Green, Dublin 2........................
...................

            and, if different, beneficial owner : n/a...........................
.................................................



      (b)  Names of any other persons acting by

            agreement or understanding (see SAR 3) :  n/a.......................
................................................



Signed, for and on behalf of the party named in (3) above ...Charles Rinn......
.................................................



(Also print name of signatory)..........Charles Rinn...........................
.........................................



Telephone and extension number ......00353 1 216 0600...........................
......................................

                     ______________________________________

Note.   Under SAR 3, the holdings of and acquisitions by persons acting by
agreement or understanding must be aggregated and treated as a holding of or
acquisition by one person. Note 3 on SAR8(b) requires persons who must aggregate
holdings to disclose certain disposals.

For full details of the SARs disclosure requirements, see Rules 3 and 5 of the
SARs. If in doubt, contact the Panel on Takeovers and Mergers, Monitoring
Section, Tel. No: 020 7638 0129.
E-mail: [e-mail]

















This announcement has been issued through the Companies Announcement Service of

The Irish Stock Exchange












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