Notice of AGM

British Land Co PLC
14 June 2002



THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in
any doubt about the action you should take, you are recommended to seek your own
independent financial advice from your stockbroker, bank manager, solicitor,
accountant or other independent financial adviser authorised under the Financial
Services and Markets Act 2000 if you are in the United Kingdom, or, if not, from
another appropriately authorised financial adviser.

If you have sold or otherwise transferred all your Shares, please forward this
document, together with the accompanying documents, at once to the purchaser or
transferee, or to the stockbroker, bank or other agent through whom the sale or
transfer was effected for transmission to the purchaser or transferee.

UBS Warburg Ltd., a wholly owned subsidiary of UBS AG, which is regulated in the
United Kingdom by The Financial Services Authority, is acting for The British
Land Company PLC and for no one else in connection with the matters contained in
this document and will not be responsible to anyone other than The British Land
Company PLC for providing the protections afforded to customers of UBS Warburg
Ltd., nor for providing advice in relation to the matters contained in this
document.



Notice of resolutions requisitioned by a
shareholder and recommendation of your Board to vote
NO to these resolutions



Letter from your Chairman and Deputy Chairman

14 June 2002


Dear Fellow Shareholder,

British Land has delivered excellent returns for Shareholders for more than
twenty years as fashions elsewhere have come and gone. Our long-term record
stands comparison with many of the UK's leading companies.

This has not happened by chance but through consistently applying an
opportunistic, risk averse strategy over a long period based around prime office
property in central London and out of town retail. Ours is a transparent
business with all assets detailed, open to physical scrutiny and valued
independently twice a year to market levels; our financing is equally visible as
to rate and term.

The combination of our long lease profile, quality tenants and long-term fixed
rate debt delivers sustainable growth in profits and cash flow, and underpins
our progressive dividend policy. This base gives us the financial strength to
pursue profitable investment and trading opportunities as they arise and we have
consistently made money for Shareholders when doing so.

There is plenty more to come. We cannot recall a time when there was a better
case to be an investor in commercial property. This is precisely not the moment
to be realising prime assets, crystallising liabilities and overturning a proven
strategy that works.

But times will change as they always do in any cyclical industry and we must be
flexible. We have set out our stall in this circular on equity capital,
dividends and buy-backs so there can be no doubts on this score going forward.
While scale brings competitive advantage, it must always be secondary to the
creation of Shareholder Value.

And as times change, so do we. We continue to attract new executive talent to
what we believe is already the strongest management team in the industry today.
Our Board, too, continues to evolve and in order to achieve the best balance we
intend to appoint additional non-executive directors. The non-executive
directors have orderly succession planning and continuity as one of their
responsibilities.

We urge you to reject the ill-conceived and prescriptive Laxey resolutions that
we believe are designed to make a fast buck and would destroy long-term value
for Shareholders. With your continued support, we are entirely confident of our
ability to deliver excellent returns to all Shareholders.


Yours faithfully



John Ritblat      Derek Higgs
Chairman          Deputy Chairman





To Shareholders and, for information only, holders of the 101/2 and
113/8 per cent. First Mortgage Debenture Stocks 2019/24, Convertible
Bonds and participants in the British Land Employee Share Scheme

            14 June 2002

Dear Fellow Shareholder,

British Land has produced excellent returns for Shareholders:

            •           Total compound shareholder returns of 15.0 per cent. per
annum over the last 10 years (share price growth plus dividends re-invested),
representing 127 per cent. and 120 per cent. of the FTSE 100 and UK listed
property sector returns respectively.

            •           Total compound property returns of 12.8 per cent. per
annum over the last 10 years, representing 119 per cent. of the property
industry benchmark (IPD Index) returns and top quartile performance.

            •           Total compound net asset returns of 11.4 per cent. per
annum over the last 10 years (diluted NAV per share uplift plus dividends).

We are determined to continue to deliver long-term outperformance for all our
Shareholders.

British Land has received requisitions for three resolutions (the "Laxey
Resolutions") from a shareholder as detailed in the resolutions numbered 14 to
16 in Appendix 2 to the Notice of Meeting which accompanies this Circular and is
headed "Annual General Meeting 2002". Two of these resolutions seek to override
the Company's normal authority to repurchase shares for cancellation and the
third seeks to require the Company to contract out the management of a
substantial part of its assets to third parties.

Your Board unanimously recommends that you vote AGAINST ALL the Laxey
Resolutions which seek to overturn the Board's normal powers to manage the
business of the Company in the best interests of ALL Shareholders.

As to share buy-backs, the Board believes there are two circumstances where
there should be buy-backs. The first is if we have surplus capital. In this
circumstance, we are totally committed to return such capital to Shareholders by
the most effective means available at the time. The second is when the share
price is at a level which offers a good, low-risk investment opportunity. Here
we are committed to buy back shares if at any time we feel that net asset and
earnings per share enhancing buy-backs offer better returns than new property
investment, and financial capacity is available, or can be made available,
including for instance by asset sales.

In May we exercised our early redemption option on the £323 million 6.5 per
cent. Convertible Bonds due 2007. This effectively buys back 48.1 million shares
(representing 9 per cent. of shares in issue) at 672 pence per share, but with
no increase in gearing, and creates an interest saving of £5.3 million per
annum. Diluted net asset value is increased by 11 pence per share.

We believe strongly in keeping the equity tight and since 1980, British Land's
capital base has expanded from only £119 million to over £4 billion today, with
only 24 per cent. of the expansion subscribed by Shareholders. We do not
presently foresee any need to issue new equity in the business.

We are confident of our future performance; the Board is recommending total
dividends of

12.4 pence per share for 2002, an increase of 7.8 per cent. over 2001. With
rental reversions of some £88.5 million to come, we expect to be able to sustain
this higher rate of total dividend growth. This is without taking account of the
future potential income from our development programme.

1.         outstanding returns

Total compound shareholder returns of 15.0 per cent. per annum over the last 10
years

•           Shareholder returns - As at 31 March 2002, prior to the Laxey
requisitions, total compound shareholder returns have been 15.0 per cent. per
annum over the last 10 years (share price growth plus dividends re-invested),
representing 127 per cent. and 120 per cent. of the returns delivered by the
FTSE 100 and the UK listed property sector respectively.

•           Investment growth - The table below shows the value as at 31 March
2002 of £1,000 invested in British Land shares (assuming dividends re-invested)
10, 15 and 20 years ago relative to the FTSE 100 and the UK listed property
sector.

                                    10 years   15 years      20 years

            British Land              £4,029   £3,919         £9,722
            FTSE 100                  £3,071   £4,555           na
            UK listed property sector £3,223   £2,679         £8,498



Total compound property returns of 12.8 per cent. per annum over the last 10
years

•           IPD - British Land has achieved IPD upper quartile performance over
the last 10 years, with total compound property returns of 12.8 per cent. per 
annum, representing 119 per cent. of the IPD Index returns since 1 April 1992.

Total compound net asset returns of 11.4 per cent. per annum over the last 10
years

•           Net asset returns - Total compound net asset returns of 11.4 per
cent. per annum over the last 10 years (diluted NAV per share uplift plus
dividends).

•           Dividends - Dividends per share have increased in every year since
1982, with compound annual growth of 7.8 per cent. and 17.9 per cent. over the
last 10 and 20 years respectively. British Land is one of only three remaining
major UK quoted property companies to deliver year on year dividend per share
growth over each of the last 20 years.

2.         strategy delivers outperformance

The key to sustained high returns is flexibility against a sound financial base.
We look to take advantage of shifts in the property market but always without
compromising the long-term security of the Company's returns.

Our long-term strategy is to:

Focus on prime assets in the office and retail sectors

            •           British Land has built up a modern portfolio focused on
Central London offices (43 per cent.) and Out of Town retail (35 per cent.).
Some 83 per cent. of the portfolio has been acquired in the last 10 years.

            •           The Group continually reviews assets for performance
potential such that £2 billion of property has been sold over the last 5 years.

Create exceptional long-term investments with strong covenants, long lease
profiles and growth potential

            •           Our ability to take a long-term view allowed us to
unlock Broadgate's intricate corporate ownership, and acquire this major asset
in eight tranches since 1986 for a total cost of £1.9 billion. Shareholders have
so far benefited from its increase in value to £2.8 billion.

            •           Meadowhall is one of the largest and most successful
shopping centres in the United Kingdom, valued at £1.28 billion. Passing rents
were £45 million when we acquired the asset in 1999; they are now £62.4 million
and are expected to increase to £67 million when outstanding rent reviews and
lettings have been completed. We believe the long-term prospects for
large-scale, regional centres such as Meadowhall are extremely favourable, with
an accelerating trend of consumer preference for single destination retail and
leisure centres, and a highly restrictive planning regime.

            •           British Land is the market leader in the superstore
asset class. This investment has already provided the Company with good rental
growth and British Land believes there will be significant further growth as new
market rental levels are established.

            •           The portfolio has a weighted average lease length of
18.3 years and annualised net rents of £524.6 million.

Enhance property returns through active management and development

            •           The day-to-day proactive management of the portfolio
involves rent reviews, new lettings, lease surrenders, refurbishments and
extensions. During 2002, 297 rent reviews were concluded at rents averaging some
25 per cent. above the passing rent and exceeding the external valuers'
estimated rental values at the dates of the reviews.

            •           The primary focus of the development activity is to add
high quality assets to the investment portfolio, while generating added value
through the development process. Our success has recently been demonstrated by
the pre-lets of Plantation House to Accenture and the completion of Regent's
Place for Abbey National.

Maximise equity returns through optimal financing and joint ventures

            •           In recent years, British Land has raised £2.9 billion
through the securitisation of the rental income of Broadgate, Meadowhall and the
Sainsbury's supermarket portfolio. This has allowed us to raise long-dated
finance efficiently while retaining 100 per cent. ownership of the assets and
without crystallising liabilities to tax.

            •           Our gearing stands at 89 per cent. and has averaged this
level over the last10 years.

            •           The weighted average maturity of our debt is 19.8 years
and leaves the Group in a strong financial position.



            •           Over the last 10 years our active interest rate
management has allowed us to progressively reduce the weighted average cost of
debt of the Group from 9.6 per cent. to 6.5 per cent. today (after redemption of
the 6.5 per cent. Convertible Bonds due 2007), whilst maintaining a prudent
proportion of our debt at fixed or capped rates, currently 95 per cent. of our
debt.

            •           Our attention to tax planning has resulted in an average
tax charge of 16.3 per cent. over the last 10 years. The charge was 6.9 per
cent. in 2002.

            •           Joint ventures allow us to leverage our property
management expertise and improve shareholder returns. Our first major joint
venture, the Quantum fund, was created in 1993,  since when we have entered
joint ventures with specialist managers and developers, and corporations such as
Tesco plc, Scottish and Newcastle plc, House of Fraser PLC and GUS plc. In
aggregate 15 joint ventures currently hold £3.2 billion of assets, providing
management fees for British Land and efficient use of our capital.

Take advantage of opportunities

            •           We have been quick to seize opportunities as they arise,
including realising gains of

£80 million over the last 3 years acquiring and disposing of interests in
Liberty International, Selfridges and Haslemere.

            •           Our property trading portfolio has contributed trading
profits every year for over 25 years.

Our focus is long-term outperformance for ALL Shareholders. The Board
continually reviews ways of optimising Shareholder Value including sales, new
property transactions, innovative financial and structured arrangements, joint
ventures, unitisation and securitisation of assets.

We have also been at the forefront of initiatives, both with Government and with
professional bodies in the property industry, to encourage the adoption of tax
transparent vehicles and other beneficial structures.



3.         equity capital, dividends and buy-backs

In achieving our objective of maximising long-term returns for all Shareholders,
managing our capital base is as important as managing the property portfolio. We
believe strongly in the value of gearing as a means of optimising returns on
equity, and in keeping the equity tight.

Since 1980, British Land's capital base has expanded from only £119 million to
over £4 billion today, but only 24 per cent. of that expansion has been
subscribed by Shareholders. The remainder, £3.2 billion, has been generated by
management from asset and profit growth within the business. Furthermore, we do
not presently foresee any need to issue equity in the business.

In addition, over the last 20 years, dividends per share have grown at an
average compound rate of 17.9 per cent. per annum. For 2002, the Board is
recommending a final dividend of 8.6 pence per share, making a total dividend of
12.4 pence per share, an increase of 7.8 per cent. over 2001. With current
rental reversions, excluding developments, of some £88.5 million to come, we
expect to be able to sustain this higher rate of dividend growth.

As to share buy-backs, the Board believes there are two circumstances where
there should be buy-backs. The first is if we have surplus capital. In this
circumstance, we are totally committed to return such capital to Shareholders by
the most effective means available at the time. The second is when the share
price is at a level which offers a good, low-risk investment opportunity. Here
we are committed to buy back shares if at any time we feel that net asset and
earnings per share enhancing buy-backs offer better returns than new property
investment, and financial capacity is available, or can be made available,
including for instance by asset sales.

In recent years, the Company has not bought back ordinary shares, although the
matter has been carefully considered, particularly in early 2000 when the shares
were trading at around 330p. With the benefit of hindsight, the Board now
considers that this has had an unduly adverse effect on investor sentiment and,
were such conditions to prevail again, the Board wishes to make it clear that it
would seek to implement its share buy-back policy.

With the shares now trading close to their highest level in the last four years,
gearing at an efficient level and with excellent prospects for future growth,
the Board does not consider it appropriate to buy back ordinary shares in
current market conditions. However, the Board announced on 16 May 2002 the early
redemption at par of the 6.5 per cent. Convertible Bonds due 2007; this will
benefit Shareholders by removing the dilutive effect of the potential issue of
48.1 million new ordinary shares (representing 9 per cent. of shares in issue)
arising on conversion and increasing diluted net asset value by 11 pence per
share, with no increase in gearing. Early redemption also creates an interest
saving of £5.3 million per annum and further reduces the Group's pro forma
overall cost of debt from 6.62 per cent. to 6.50 per cent.

At the Annual General Meeting ("AGM"), we shall again be seeking from
Shareholders renewal of the existing annual authority to repurchase up to 10 per
cent. of the issued share capital (at a price not exceeding 105 per cent. of
market value) so that our policy can be implemented if any of the specified
circumstances arise.



4.         Laxey

The Board announced on 23 April 2002 that it had received a letter from LIL
Investments No. 1 Limited ("LIL"), an off-shore company incorporated in the Isle
of Man owned by Laxey Investors Limited, enclosing a requisition notice
requiring two resolutions to be placed before Shareholders at the Company's
forthcoming AGM. A further letter was received from LIL on 17 May 2002 regarding
a third resolution to be placed before Shareholders at the AGM. Laxey Partners
Limited ("Laxey") is a hedge fund manager incorporated in the Isle of Man and
engaged in arbitrage led investment. It acquires stakes in companies, frequently
in the investment trust sector, apparently with a view to making short-term
gains. Laxey manages investments for, amongst others, Laxey Investors Limited.

The Board believes that Laxey is interested in less than 3 per cent. of the
issued share capital of British Land (much of which is held via "contracts for
difference" rather than a shareholding in the Company) and was therefore not
entitled alone to requisition resolutions to be put at the AGM. Instead, Laxey
Investors Limited resorted to the expedient of splitting part of its interests
into 105 separate holdings, all registered in the names of subsidiaries of it.
These subsidiaries then sought to requisition the Company under Section 376 of
the Companies Act 1985 to add the Laxey Resolutions to the business to be
considered at the AGM. The Board believes that no other Shareholder in the
Company was a party to the requisitions.



5.         why you should reject the Laxey resolutions

The Board believes that property is a long-term business in which the best
returns for all Shareholders over time are obtained by a consistent but flexible
application of the Company's strategy (as referred to in section 2 above). The
prescriptive Laxey Resolutions, would, if passed, seek to overturn the Board's
normal powers to manage the business of the Company flexibly and in the best
interests of all Shareholders and would threaten the future viability of the
Company.

The first Laxey Resolution

The first Laxey Resolution, numbered 14 in the Notice of Meeting, states that "
the directors of the Company are urged to formulate and then submit to
Shareholders for approval" proposals under which the Company would invite
Shareholders to tender their shares for repurchase and cancellation by the
Company up to a maximum of 10 per cent. of the Company's issued ordinary share
capital at a price per share of 700p or 90 per cent. of diluted net asset value
per share, whichever is the higher.

Your Board's response

The Board believes that the Company should be actively managed and that returns
on its assets should be maximised by efficient use of capital. This resolution,
if implemented, would cost the Company £375 million (based on a price per share
of 723 pence, 90 per cent. of diluted net asset value per share as at 31 March
2002, which compares to the share price of 606 pence as at

12 June 2002). Although this would result in a marginal, one-off one per cent.
improvement in diluted net asset value per share, the resolution would have a
negative impact on the Company's following key financial ratios:

            •           gearing (net debt to net equity ratio) would increase
from 89 per cent. to around

107 per cent; and

            •           interest cover would decrease from 1.5 times to 1.4
times.

Moreover, the Board considers this proposal to be imprudent and detrimental to
the interests of all Shareholders for the following reasons:

            •           it would adversely affect the availability and probably
the cost of the unsecured bank finance we currently enjoy;

            •           it would reduce the Company's flexibility in taking
advantage of profitable opportunities, including the development programme, by
decreasing the Company's equity base at a time when the Board believes the
Company is optimally geared;

            •           "triple net" asset value of 670 pence per share would
decrease by one per cent; and

            •           such a repurchase, at more than 105 per cent. of the
market price, would trigger an enhancement to the terms of the £150 million 6
per cent. Subordinated Irredeemable Convertible Bonds, at the expense of
Shareholders.

The second Laxey Resolution

The second Laxey Resolution, numbered 15 in the Notice of Meeting, states that "
the directors of the Company are urged to formulate and then submit to
Shareholders for approval" proposals under which the Company would invite
Shareholders to tender their shares for repurchase and cancellation by the
Company on a twice yearly basis if, in the four weeks immediately preceding each
financial year and half year end, the Company's shares were trading at an
average price equal to a discount of 15 per cent. or more to diluted net asset
value per share, subject to a maximum of 10 per cent. of the issued share
capital at the time, at a price per share not less than 90 per cent. of diluted
net asset value per share.

Your Board's response

Having consulted advisers, lenders, tenants and joint venture partners, the
Board believes that it would not be possible to run the Company as a going
concern with such prescriptive proposals in place, which would be equivalent to
an enforced liquidation over time. The Board considers that the prospects for
property are exceptionally good and that a liquidation of the Company's assets
is not in Shareholders' interests at the present time.

In addition, the second Laxey Resolution, if passed, would have negative effects
similar to those of the first Laxey Resolution as referred to above.

The Board believes it would produce the following significantly adverse effects:

            •           the uncertainty this resolution would create, if passed,
would damage the Company's relationships with its existing and prospective
tenants, lenders and joint venture partners. It would also adversely affect
staff morale and the Company's ability to retain and recruit staff on an ongoing
basis;

            •           it would prejudice the ability to execute, finance and
implement the Company's development programme, the estimated cost of which to
British Land is around £1.2 billion generating a prospective ERV of £156 million
per annum. The Board expects this development programme to show a much better
return for Shareholders than the Laxey Resolutions would, if passed;

            •           the probable need to make forced sales of significant
assets at short notice, and possibly in adverse market conditions, would be
damaging to Shareholders' interests; and

            •           the likely proceeds of a liquidation of assets would be
much lower than the Company's basic net asset value. The Company would incur
capital gains tax, sales costs, debt breakage costs and other costs, resulting
in an aggregate loss estimated to exceed £1 billion.

The third Laxey Resolution

The third Laxey Resolution, numbered 16 in the Notice of Meeting, states that "
the Directors of the Company are urged to formulate proposals to be put to the
ordinary Shareholders" under which the Company would be required to present an
option to Shareholders whereby a substantial proportion of the Company's
long-term investment assets would be managed under contract by professional
property managers.

Your Board's response

The Board believes that the introduction of outside management in the way
proposed by this resolution would neither improve the performance of the
property portfolio, nor reduce the costs incurred by the Company.

The asset management structure has been pivotal in delivering our long-term
outperformance:

            •           the asset management team comprises 14 professionals
with more than £11.1 billion under management. The senior management team has in
total nearly 275 years property experience with an average of nearly 23 years:

                        -          major corporations (such as Tesco plc ,
Scottish & Newcastle plc, House of Fraser PLC, Irish Life and GUS plc) have
entered into joint venture arrangements with the Group, which are managed by the
British Land asset management team. At 31 March 2002, the Company had 15 active
joint ventures with property assets of £3.2 billion;

            •           the Company bills and collects direct from tenants
almost all of the annualised rent roll of some £525 million allowing active and
close control of this vital element of the management process;

            •           the existing structure is highly cost efficient. Total
administration costs (of which property management is only one element)
represent only 0.4 per cent. of the portfolio:

                        -          outsourcing property management to a third
party would be likely to cost in excess of 0.5 per cent. of gross assets (with
performance-related fees and expenses, for example, transaction costs) to be
borne by Shareholders; and

                        -          British Land's administration costs are below
the sector average of approximately 0.5 per cent.; and

            •           the Group utilises the services of 12 firms of external
surveyors as well as on-site management teams who are charged with the
day-to-day management responsibilities for the portfolio. On-site management
teams include Meadowhall Shopping Centre and Broadgate Estates, a wholly-owned
subsidiary (which also acts for more than 60 fee-paying clients in Greater
London).



Your Board believes the Laxey Resolutions would irreversibly damage Shareholder
Value. Your Board unanimously recommends that you vote NO to ALL the Laxey
Resolutions.





6.         AGM

A notice convening the AGM of the Company accompanies this Circular. This
meeting is to be held at The May Fair Inter-Continental Hotel, Stratton Street,
London W1 on Tuesday 16 July 2002 at 11.30 am.



7.         Action to be taken

If you are a Shareholder, you will find enclosed with this document a Form of
Proxy for use at the AGM. Whether or not you intend to be present at the AGM,
you are asked to complete and return the Form of Proxy in accordance with the
instructions printed thereon so as to arrive not later than 11.30 am on 14 July
2002. The completion and return of the Form of Proxy will not preclude you from
attending the meeting and voting in person, if you so wish.



8.         Recommendation

Your Directors, who have received financial advice from UBS Warburg Ltd.,
consider that the Laxey Resolutions ARE NOT IN THE BEST INTERESTS of the Company
and Shareholders as a whole. In providing their advice to the Directors, UBS
Warburg Ltd. has relied upon the Directors' commercial assessment of the Laxey
Resolutions.

Accordingly, your Directors unanimously recommend that you VOTE AGAINST ALL THE
LAXEY RESOLUTIONS to be proposed at the Annual General Meeting, as they intend
to do so in respect of their own shareholdings which amount to 2,590,057
Ordinary Shares, representing in aggregate 0.5 per cent. of the issued ordinary
share capital of the Company.



Yours faithfully



John Ritblat

Chairman



APPENDIX



Sources and bases of information

            i.          Unless otherwise stated, financial information
concerning British Land has been extracted from the Annual Reports & Accounts,
Results Presentations and Announcements of British Land. All financial
information concerning British Land includes joint ventures with the exception
of such information relating to property returns and financing.

            ii.          The commentary on pages 2 and 3 on the total compound
shareholder returns of 15.0 per cent. per annum over the last 10 years is based
on British Land total return index from 31 March 1992 to 31 March 2002 as
sourced from Datastream. The 127 per cent. and 120 per cent. British Land
performance relative to the FTSE 100 and the UK property sector respectively is
based on British Land, FTSE 100 and FTSE real estate total return indices from
31 March 1992 to 31 March 2002 as sourced from Datastream.

            iii.         The commentary on pages 2 and 3 on the upper quartile
total compound property returns of British Land (excluding joint ventures and
overseas property) compared to the Investment Property Databank ("IPD") Index
relates to the IPD All Fund Universe as at March 2002 and its previous
comparative periods since 1 April 1992 stated on a comparable basis and provided
by IPD.

            iv.         The commentary on pages 2 and 3 on the total compound
net asset returns of 11.4 per cent. per annum over the last 10 years is based on
British Land diluted NAV per share and dividends per share to 31 March 2002.

            v.         The chart on page 3 titled "Total compound shareholder
returns of 15.0 per cent. per annum over the last 10 years" relates to the value
of £1,000 invested at 31 March 1992 in British Land shares, FTSE 100 and FTSE
Real Estate indices at each 31 March thereafter to 31 March 2002 as sourced from
Datastream.

            vi.         The table on page 3 on £1,000 invested in British Land
10 and 15 years ago compared to an investment in the FTSE 100 and UK listed
property sector is based on British Land, FTSE 100 and FTSE real estate total
return indices from 31 March 1992 and 31 March 1987 respectively to 31 March
2002 as sourced from Datastream (excluding transaction costs). The table on page
(3) on £1,000 invested in British Land 20 years ago compared to an investment in
the real estate sector is based on British Land and Datastream real estate total
return indices from 31 March 1982 to 31 March 2002 as sourced from Datastream
(excluding transaction costs).

            vii.        The chart on page 3 titled "Total compound net asset
returns of 11.4 per cent. per annum over the last 10 years" relates to the
British Land diluted NAV per share at each year end from 31 March 1993 and the
cumulative total dividends per share from 1 April 1992.

            viii.       The commentary on page 3 on British Land dividend
performance relative to major UK quoted property companies is based on dividends
per share of the top 25 companies from EPRA UK since 1982 as sourced from
Datastream.

            ix.         The commentary on page 2 and 5 on British Land capital
base expanding from £119 million in 1980 to over £4 billion today, with only 24
per cent. of that expansion subscribed by Shareholders, is on an undiluted
basis.

            x.         The commentary on page 7 on the financial effects of the
first Laxey Resolution is based on a share buy-back of 10 per cent. of the
shares in issue (518.4m) at a price of 90 per cent. of diluted NAV per share as
at 31 March 2002 of 803p. The purchase is assumed to be financed by bank debt at
an interest cost of 6.5 per cent. All other computations have been calculated
based on the gearing, interest cover, CGT liability and FRS 13 levels as
reported at 31 March 2002. "Triple net" asset value per share is based on basic
net asset value as adjusted for contingent capital gains tax, cost of debt above
market rates and allowing for full dilution of equity.

            xi.         The commentary on page 8 on the sector average
administration costs of 0.5 per cent. of gross assets is sourced from UK Real
Estate Sector, a research document published by UBS Warburg Ltd. in March 2002.

            xii.        Where stated, net asset value is adjusted to exclude the
effects of the FRS 19 deferred tax provision relating to capital allowances
(2002, 2001 only), but to include the external valuation surplus on development
and trading properties.



Other information

UBS Warburg Ltd. has given and not withdrawn its written consent to the issue of
this document and the Notice of Meeting with the inclusion of its name and
references thereto in the form and context in which they are included. UBS
Warburg Ltd. is regulated by The Financial Services Authority and its registered
office is at 1 Finsbury Avenue, London EC2M 2PP.



10 Cornwall Terrace  Regent's Park  London  NW1 4QP

  T [phone]  F [phone]  W www.britishland.co.uk

Registered Office at business address Reg No 621920 England-Established in 1856



Buckley Deane Wakefield



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