Exhibit 99.2
Regulatory Announcement
RNS Number:8355D
Wolseley PLC
07 October 2004
Notification under the Listing Rules – Directors – Shares – Rule 16.3 (c)
Wolseley plc confirms that:
1. Mr C A Banks, Group Chief Executive Officer, has today increased his shareholding in the company by 28,150 ordinary shares. He has exercised the under-noted share options under the terms of the Wolseley 1989 Executive Share Option Scheme and has retained all of the shares issued to him.
| Director's | No. of options | Exercise price per | Total no. of | Date of |
| Name | exercised | share (in pence) | shares acquired | acquisition |
| | | | | |
| Mr C. A. Banks | 15,765 | 381.00 | 28,150 | 07.10.2004 |
| | 12,385 | 483.50 | | |
2. Mr S P Webster, Group Finance Director, has today increased his shareholding in the company by 5,800 ordinary shares. He has exercised the under-noted share options under the terms of the Wolseley 1989 Executive Share Option Scheme and subsequently sold 11,000 of the shares issued to him at a price of 944.5p per share following the exercise.
| Director's | No. of options | Exercise price per | Total no. of | Total no. of | Date of |
| Name | exercised | share (in pence) | shares acquired | shares sold | transaction |
| | | | | | |
| Mr S P Webster | 16,800 | 433.00 | 5,800 | 11,000 | 07.10.2004 |
For further details:
Wolseley plc 0118 929 8700
M J White, Group Company Secretary & Counsel
ends
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