RNS Number:1538R
Franklin Resources Inc
12 September 2005


                                                                   FORM 8.3
  
      DEALINGS BY PERSONS WHO OWN OR CONTROL 1% OR MORE OF ANY CLASS OF
                             RELEVANT SECURITY
              (Rule 8.3 of The City Code on Takeovers and Mergers)


Name of purchaser/vendor *       FRANKLIN RESOURCES, INC.

Company dealt in                 RENTOKIL INITIAL PLC

Relevant security dealt in       ORDINARY

If a connected EFM, name of offeree/offeror with    N/A
which connected

If a connected EFM, nature of connection #          N/A

Date of dealing                   SEPTEMBER 9, 2005


DEALINGS +

Amount bought                    Price per unit (currency must be stated)



Amount sold                      Price per unit (currency must be stated)

53,100                            1.6361 GBP



Resultant total amount and percentage of the     266,766,237  (14.7293%)
same relevant security owned or controlled


IS A SUPPLEMENTAL FORM 8 (DERIVATIVE)/FORM 8 (OPTION) ATTACHED?    NO

Date of disclosure    SEPTEMBER 12,2005      

Contact name          LORI A. WEBER

Telephone number      954-847-2283


*     Specify the owner or controller in addition to the person dealing.
      The naming of nominees or vehicle companies is insufficient.  
      In the case of disclosure of dealings by fund managers on behalf of
      discretionary clients, the clients need not be named.
#     See the definition of "connected fund managers and principal traders" 
      in the Definitions Section of the Code.
+     If disclosing dealings/holdings in derivatives or options, please 
      attach Supplemental Form 8 (Derivative) or Supplemental 
      Form 8 (Option), as appropriate.

For details of the Code's dealing disclosure requirements, see Rule 8 and its
Notes which can be viewed on the Takeover Panel's website at
www.thetakeoverpanel.org.uk.





                                                


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