Director/PDMR Shareholding

NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS

Mr. Allan Cook CBE, a director of WS Atkins plc (the "Company"), notified the Company on 2 August 2012, that on that day in London he purchased 1,450 ordinary shares of 0.5 pence each in the Company at a price of £6.7645 per share. The shares are held by Mr. Cook directly. The acquisition of 1,450 shares equated to 0.001% of the voting issued share capital.

Mr. Cook's total interest in shares following this notification is 17,142 ordinary shares, representing 0.017% of the voting issued share capital of WS Atkins plc.

This notice is given in fulfillment of the obligations under DTR 3.1.4R (1).

Rachel Hunter

Company Secretarial Assistant

Telephone: +44 (0) 1372 752456

2 August 2012