Director Shareholding

Wincanton PLC
16 December 2002

                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS


1)  Name of company

    WINCANTON PLC

2)  Name of director

    a) VICTOR BENJAMIN

    b) PAUL BATEMAN

    c) DAVID MALPAS



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 or in

    respect of a non-beneficial interest

    a) BENEFICIAL INTEREST OF VICTOR BENJAMIN

    b) BENEFICIAL INTEREST OF PAUL BATEMAN

    c) INTEREST OF DAVID MALPAS HELD IN A PEP AND IN AN ISA


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

    a) VICTOR BENJAMIN

    b) PAUL BATEMAN

    c) PEP AND ISA FUND

5)  Please state whether notification relates to a person(s) connected
    with the Director named in 2 above and identify the connected person(s)

    N/A

6)  Please state the nature of the transaction. For PEP transactions
    please indicate whether general/single co PEP and if discretionary/non
    discretionary

    a) PURCHASE
    b) PURCHASE

    c) PURCHASE


7)  Number of shares/amount of
    stock acquired

    a) VICTOR BENJAMIN - 11,250 ORDINARY SHARES

    b) PAUL BATEMAN    - 50,000 ORDINARY SHARES

    c) DAVID MALPAS    - 10,000 ORDINARY SHARES

8)  Percentage of issued class

    a), b) and c) - LESS THAN 1%

9)  Number of shares/amount
    of stock disposed

    N/A

10) Percentage of issued class

    N/A

11) Class of security

    ORDINARY SHARES

12) Price per share

    a) 187 PENCE

    b) 187 PENCE

    c) 189 PENCE

13) Date of transaction

    16TH DECEMBER 2002

14) Date company informed

    16TH DECEMBER 2002

15) Total holding following this notification

    a) VICTOR BENJAMIN - 60,000

    b) PAUL BATEMAN - 58,000

    c) DAVID MALPAS - 48,750

16) Total percentage holding of issued class following this notification

    EACH OF a,) b) and c)- LESS THAN 1%

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



    CHARLES PHILLIPS

    SECRETARY


    Date of Notification......16TH DECEMBER 2002




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