Director/PDMR Shareholding

Invensys PLC
31 May 2007

                                  INVENSYS PLC

                                ("the Company")



Transactions by persons discharging managerial responsibilities and their
connected persons in accordance with DTR 3.1.4R(1)(a)



Invensys plc notifies that 214,116 ordinary shares of 10p each in the share
capital of the Company ("Shares") have been purchased on 31 May 2007 for Mr Ulf
Henriksson, a director of the Company, by the Invensys No. 1 Employee Benefit
Trust ("the Trust"), following vesting of the second tranche of Shares under a
restricted share award granted to Mr Henriksson on 1 June 2004.  Mr Henriksson
is not required to make any payment to the Trust for the acquisition of the
Shares.



84,774 Shares were sold at 389.5p per Share on 31 May 2007 to meet Mr
Henriksson's tax liabilities in respect of the Shares which vested under the
restricted share award.  Under the terms of the restricted share award, Mr
Henriksson is required to retain the remaining 129,342 Shares until 20 May 2009.



Following these transactions Mr Henriksson's total holding is 434,542 Shares
(representing 0.0546% of the issued ordinary share capital of the Company).



Name of contact and telephone number for queries:  Steve Devany, Vice President
- Communications 020 78213758



Name of Company Official responsible for making notification:  Emma Sullivan,
Assistant Secretary



Date of notification:  31 May 2007




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