Rule 8.1- (Gleeson Amended)

Gleeson(M J)Group PLC
08 February 2006


FORM 8.1b

AMENDMENT


This replaces the 8.1 issued at 12:09 RNS number 1065Y


8 February 2006



DEALINGS BY OFFERORS, OFFEREE COMPANIES OR THEIR ASSOCIATES

FOR THEMSELVES OR FOR DISCRETIONARY CLIENTS

(Rules 8.1(a) and (b)(i) of the City Code on Takeovers and Mergers)



1.   KEY INFORMATION


Name of person dealing (Note 1)                SJ Davies

Company dealt in                               Gleeson (MJ) plc

Class of relevant security to which the        Ordinary Shares
dealings being disclosed relate (Note 2)

Date of dealing                                6 February 2006




2.   INTERESTS, SHORT POSITIONS AND RIGHTS TO SUBSCRIBE



(a)  Interests and short positions (following dealing) in the class of relevant
security dealt in (Note 3)


                                                             Long                              Short
                                               Number          (%)                 Number      (%)
                                                                                        

(1) Relevant securities                        41,938       (0.08%)
                                                                      
(2) Derivatives (other than options)

(3) Options and agreements to purchase/sell

Total                                          41,938(0.08%)



(b)  Interests and short positions in relevant securities of the company, other
than the class dealt in (Note 3)


Class of relevant security:                                  Long                              Short
                                               Number         (%)                  Number       (%)
                                                                                     
(1) Relevant securities                        n/a

(2) Derivatives (other than options)

(3) Options and agreements to purchase/sell

Total




(c)  Rights to subscribe (Note 3)


   Class of relevant security:                 Details

   Ordinary Shares                             Options 23,068


Options Held
                                           No Held                    Exercisable
   Employee options          Price                              From                  To

               SAYE          £1.48           1,985           01/07/2006           31/12/2006

               SAYE          £1.89           1,355           01/07/2007           31/12/2007

               SAYE          £2.88           1,038           01/02/2009           31/07/2009



3.   DEALINGS (Note 4)



(a)  Purchases and sales


Purchase/sale                          Number of securities                  Price per unit (Note 5)


Purchase                               182                                   £3.725



(b)  Derivatives transactions (other than options)


Product name,         Long/short (Note 6)       Number of securities (Note 7)        Price per unit (Note 5)

e.g. CFD


n/a



(c)  Options transactions in respect of existing securities



(i)  Writing, selling, purchasing or varying


Product name,     Writing,         Number of          Exercise       Type, e.g.     Expiry          Option money
                  selling,         securities to                     American,
e.g. call option  purchasing,      which the option   price          European etc.  date            paid/received
                  varying etc.     relates (Note 7)                                                 per unit (Note
                                                                                                    5)
n/a



(ii) Exercising


Product name, e.g. call option         Number of securities                   Exercise price per unit

                                                                              (Note 5)
n/a





(d)  Other dealings (including new securities) (Note 4)


Nature of transaction                  Details                                Price per unit (if applicable) (Note
                                                                              5)
Note 8)


Shares acquired in lieu of dividend in 333 shares                             £3.5825
LTIP





4.   OTHER INFORMATION



Agreements, arrangements or understandings relating to options or derivatives


Full details of any agreement, arrangement or understanding between the person
disclosing and any other person relating to the voting rights of any relevant
securities under any option referred to on this form or relating to the voting
rights or future acquisition or disposal of any relevant securities to which any
derivative referred to on this form is referenced.  If none, this should be
stated.


N/A





Is a Supplemental Form 8 attached? (Note 9)                     NO


Date of disclosure                                                8 February 2006

Contact name                                                      John Eden

Telephone number                                                  020 7426 9000

Name of offeree/offeror with which associated                     Gleeson (MJ) plc
Specify category and nature of associate status (Note 10)         Director




Notes



The Notes on Form 8.1 can be viewed on the Takeover Panel's website at
www.thetakeoverpanel.org.uk






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