Director Shareholding

Boot(Henry) PLC
03 September 2002

                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS


1)   Name of company


     Henry Boot PLC


2)   Name of shareholder having a major interest


     Jonathan Hamer Boot


3)   Please state whether notification indicates that it is in respect of
     holding of the shareholder named in 2 above or in respect of a
     non-beneficial interest or in the case of an individual holder if it is a
     holding of that person's spouse or children under the age of 18

     In respect of the holding of the shareholder named in 2 above.

4)   Name of the registered holder(s) and, if more than one holder, the
     number of shares held by each of them



     Ordinary Shares of 10 pence each



                                                  Beneficial         Non-Beneficial


     Jonathan Hamer Boot                              362,564

     Mrs Susan Kay Boot                               290,000

     Mrs Joan Margaret Boot
     & Edward James Boot
     A/c E H Boot, Deceased Settlement                 78,550

     Rensburg Client Nominees Limited
     A/c CLT                                          122,500

     Mrs Joan Margaret Boot +
     Edward James Boot +
     Jonathan Hamer Boot
     A/c EJB A/c 1                                                145,175



     TOTAL                                            853,614     145,175





    Cumulative Preference Shares


    - Jonathan Hamer Boot                               7,827
    - Mrs Joan Margaret Boot                                         8,301
     (Mr E J Boot & Mr J H Boot as Power of Attorney)
                                                       7,827         8,301
   


    (All above as previously notified)




5)   Number of shares/amount of stock acquired


     14,000 - Ordinary Shares
     4,151 - Cumulative Preference Shares


6)   Percentage of issued class


     0.05% - Ordinary Shares
     1.04% - Cumulative Preference Shares

7)   Number of shares/amount of stock disposed

     N/A


8)   Percentage of issued class



     N/A

9)   Class of security

     Ordinary Shares of 10p each

10)  Date of transaction

     15 August 2002


11)  Date company informed

     02 September 2002


12)  Total holding following this notification

     Ordinary Shares of 10 pence each



                                                  Beneficial             Non-Beneficial

     Jonathan Hamer Boot                              376,564

     Mrs Susan Kay Boot                               290,000


     Edward James Boot
     A/c E H Boot, Deceased Settlement                 78,550


     Rensburg Client Nominees Limited
     A/c CLT                                          122,500


     Edward James Boot +
     Jonathan Hamer Boot                                                   
    A/c EJB A/c 1                                                        145,175



     TOTAL                                            867,614            145,175





    Cumulative Preference Shares


    - Jonathan Hamer Boot                              11,978
 
                                                       11,978



13)  Total percentage holding of issued class following this notification

     3.35% - Ordinary Shares (Beneficial)
     0.56% - Ordinary Shares (Non-Beneficial)

     2.99% - Cumulative Preference Shares (Beneficial)


14)  Any additional information



     Shares acquired as a beneficiary under an Estate



15)  Name of contact and telephone number for queries

     Mr A P Cooper
     Tel: [phone]

16)  Name and signature of authorised company official responsible for
     making this notification



     Mr G W Hawksley
     Deputy Company Secretary
     Date of notification: 03 September 2002



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