Directors' Dealings

CARILLION PLC
13 October 1999

Founders Equity Plan

The directors of Carillion plc (the Company) have increased their equity
holdings in the Company as follows:

                             No. Of Shares                     
                            (Ord Shares of 50p each)
                            
Sir Neville Simms              246,841
Euan McEwan                    145,201
Roger Robinson                 152,461
John Sharples                  152,461

Founders Equity Plan (FEP)

The FEP, detailed in the Listing Particulars published on 15 June 1999, is a
scheme which operates for senior managers and directors of Carillion who were
invited to invest in Carillion shares at varying levels up to 100% of salary.
They are awarded an option to acquire up to an additional four free shares for
every share purchased, exercisable on the attainment of performance targets
over a three year period, which may be extended to four or five years. 

It is intended that the plan will operate only once.  Carillions share price
must increase at an average compounded rate of 26% per annum (which would
double it in 3 years) in order for the options to be exercisable in full.  If
the share price increases at a compounded average rate of less than 10% per
annum, options will not become exercisable at all.  Options will become
exercisable on a pro rata basis if the share price increases in between these
two points.

If the performance period is extended, the performance targets will be
correspondingly increased on a pro rata basis.

The benchmark price against which performance will be measured is 138p, which
was the mid price at close of trading on 31 August 1999.  

The directors have invested in the Companys shares to the maximum level
permitted under the FEP.
                          

Chris Girling, whose appointment as Finance Director takes effect on 8th
November 1999, has also purchased 145,201 shares under the FEP.

All the shares in respect of the FEP were purchased in the market following
the announcement on 5 October 1999 of Carillions interim results for the six
months to 30 June 1999 at an average market price of 137.74p.

The Company was notified of these dealings on 12th October 1999.

Following this notification, the directors have the following total holdings
in the Company:

                            Total Holding           Percentage of Issued Class
                                                      (Ord shares of 50p each)

Sir Neville Simms             344,253                Less than 1%
Euan McEwan                   158,707                Less than 1%
Roger Robinson                165,609                Less than 1%
John Sharples                 170,479                Less than 1%

Enquiries:

Tim George
Deputy Company Secretary
Tel: [phone]