SAR -Aggregate Industries PLC

Schroders PLC
20 December 2002

                                                                      FORM SAR 5

Lodge with Company Announcements Office and Newstrack, if appropriate, and the
Takeover Panel. A copy must also be sent to the company the shares of which are
being sold.

Date of disclosure:     20/12/02

      DISCLOSURE UNDER NOTE 3 ON RULE 5 OF THE RULES GOVERNING SUBSTANTIAL
                        ACQUISITIONS OF SHARES ('SARs')

Date of sale     19/12/02

Sale of          Aggregate Industries plc

                                   Number of shares/rights over       If rights over shares sold, as
    1)     Class of voting shares  shares sold                        opposed to the shares themselves,
    (e.g. ordinary shares)                                            specify nature of rights

Ordinary 25p shares                              1,870,000     shares

                                                               rights

                                    Resultant total holding of rights  Total percentage
    2)     Resultant total holding  over shares (and % of total voting
    of voting shares (and % of      shares in issue)
    total voting shares in issue)


              189,732,368 (14.980%)                               ( %)          14.980%



(3)     Party making disclosure     Schroders plc

                                                      Schroders plc on behalf of institutional clients on
        4)     (a)     Name of person selling shares  a non-beneficial basis
        or rights over shares and, if different,
        beneficial owner


               (b)     Names of any other persons
                       acting by agreement or understanding



Signed, for and on behalf of the party named in (3) above

(Also print name of signatory)     Alison Dunn

Telephone and extension number     020 7658 2959 (Direct line)

                          ___________________________

For full details of the SARs disclosure requirements, see Rules 3 and 5 of the
SARs. If in doubt, contact the Panel on Takeovers and Mergers, Tel. No.: 020
7638 0129.


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