Rule 8.1

Gleeson(M J)Group PLC
02 February 2006


FORM 8.1b


2 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)                      TW Massingham

Company dealt in                                     Gleeson (MJ) plc

Class of relevant security to which the dealings     Grant of Equity Options
being disclosed relate (Note 2)

Date of dealing                                      1 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


(2) Derivatives (other than options)


(3) Options and agreements to purchase/sell 1,038 (0.002%)


Total                                       1,038 (0.002%)





(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                        8,072 (0.016%)


(2) Derivatives (other than options)


(3) Options and agreements to purchase/sell    3,698 (0.007%)


Total                                          11,770 (0.023%)








(c)   Rights to subscribe (Note 3)


Class of relevant security:                    Details


n/a




3.    DEALINGS (Note 4)



(a)   Purchases and sales


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


n/a



(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)
Option            Grant            1,038              £2.88          American       31/07/ 2009     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 (Note 8)           Details                              Price per unit (if applicable) (Note
                                                                              5)

n/a




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                                                2 February 2006

Contact name                                                      Fred Walsh

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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