Holding(s) in Company

Spirax-Sarco Engineering PLC
27 March 2002




                  DEALINGS BY SUBSTANTIAL SHAREHOLDERS


1)   NAME OF COMPANY

     SPIRAX-SARCO ENGINEERING PLC

2)   NAME OF SHAREHOLDER HAVING A MAJOR INTEREST

     THREADNEEDLE INVESTMENTS

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 CLIENTS WHOSE
     PORTFOLIOS ARE MANAGED BY THE
     SHAREHOLDERS NAMED IN BOX 2 ABOVE

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

     SEE LETTER BELOW DATED 26TH MARCH 2002

5)   Number of shares/amount of stock acquired.

      NOT STATED

6)    NOT STATED of issued Class

7)   Number of shares/amount of stock disposed

       NOT STATED

8)    NOT STATED  of issued Class

9)   Class of security

      ORDINARY

10)  Date of transaction

      NOT KNOWN

11)  Date company informed

      26.3.02

12)  Total holding following this notification

       0
               
13)  Total percentage holding of issued class following this notification

       -

14)  Any additional information

      

15)  Name of contact and telephone number for queries

      GUY STAINER,
      MERRILL LYNCH.  TEL [phone]

16)  Name and signature of authorised company official responsible for 
     making this notification   F RICKETTS (MRS)

     Date of Notification ..27TH MARCH 2002......



Letter to:  Spirax-Sarco Engineering PLC


SECTION 198 COMPANIES ACT 1985

We refer to the letter dated 13 June 2001, disclosing a Notifiable Interest of
Zurich Financial Services and its Group in the shares of your Company.

In accordance with the provisions of the above Section and on behalf of the 
above, we would inform you that it has ceased to have a notifiable interest
over shares in your Company.


Letter from:  Threadneedle Asset Management Limited


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