Restructure Proposals -Update

Progressive Euro Alt. Portfolio Ltd
18 March 2005


     Proposals for amendment of investment objective, change of management
                                 arrangements,
 change of name to Advance Focus Fund Limited and a placing of up to 70,000,000
                                   new shares

Following the announcement on 24 February 2005 the board of Progressive European
Alternative Portfolio Limited (the 'Company') is today announcing proposals to
effect the conversion of the Company into a focus fund investing in UK listed
equities. The proposals consist of an amendment of investment objective, a
change of management arrangements, a change of name and a placing to expand the
fund.

The proposals are as follows:

-         Amendment of investment objective. The Company will become a focus
fund with an investment objective to outperform the FTSE All-Share Index. The
fund will comprise a concentrated portfolio of around twenty holdings of
undervalued stocks selected from the FTSE All-Share Index which the new manager
considers to be on attractive valuations as a consequence of being overlooked or
misjudged by other investors;

-         Change of management arrangements. The Company proposes to appoint
Progressive European Markets Limited as the new investment manager. James
Carthew, who manages Advance UK Trust plc, will be the lead manager and he will
be supported by Simon Toynbee and Chris Norris, two senior fund managers within
the Progressive Group;

-         Change of name to Advance Focus Fund Limited reflecting the new
investment objective; and

-         A placing of up to 70,000,000 new shares to provide new funds for
investment and to expand the fund.

The Board has received written confirmation from shareholders representing 45.5
per cent. of the issued share capital of the Company of their current intention
to vote in favour of the proposals.

Further details of the above proposals which will require approval at an
extraordinary general meeting will be sent to shareholders later today.

Enquiries:

Progressive European Markets Limited                     020 7566 5530
James Carthew

Marshall Securities Limited                              020 7490 3788
Rob Luetchford/Gary Pinkerton


     Proposals for amendment of investment objective, change of management
                                 arrangements,
           change of name and Placing of up to 70,000,000 New Shares

The Proposals

The proposals consist of an amendment of the investment objective of the
Company, a change of management arrangements, a change of the Company's name and
a placing of up to 70,000,000 new shares. If successfully implemented, the
proposals will convert the Company into a focus fund investing in UK listed
equities with an enlarged fund to be managed by a new manager.

The Investment Objective

It is proposed that the Company's investment objective be changed to that of
outperforming the FTSE All-Share Index with income reinvested (the 'New
Benchmark Index') over the medium term. The Company will seek to achieve this
objective by investing in a concentrated portfolio of stocks which fall within
the New Benchmark Index and which the new manager considers to be significantly
undervalued.

As a focus fund, targeting undervalued companies, the Company will have a
significantly less diversified portfolio than a conventional equities fund and
its performance may not be closely correlated to the performance of the New
Benchmark Index or to market movements more generally.

The Investment Approach

The new manager intends to construct a concentrated portfolio of around twenty
holdings selected on the basis of the new manager's analysis of undervalued FTSE
All-Share constituents. The portfolio will comprise stocks that the new manager
considers to be on attractive valuations as a consequence of being overlooked or
misjudged by other investors.

The fund will in normal conditions be fully invested and will not utilise
gearing other than for short term liquidity. It is intended that each investment
will be significant to the portfolio. However the new manager will seek to
ensure that no investment will represent more than ten per cent. of the assets
of the Company. All sectors of the New Benchmark Index including investment
companies will be considered for inclusion in the portfolio but the portfolio
will be constructed without reference to the weightings of the New Benchmark
Index. The new manager anticipates that following the realisation of the
existing portfolio it will take approximately two to three months before the
fund will become fully invested in accordance with the new investment remit.
Funds awaiting investment will be invested in short term treasury bills or
placed on deposit.

The new manager believes that an opportunity exists to exploit valuation
anomalies which arise when investors become too pessimistic about the prospects
of a company or where investors have, as yet, failed to notice an improvement in
a company's fortunes or the presence of valuable assets which are not fully
reflected in the company's balance sheet. The new manager has experience of the
substantial re-rating which can occur when the market's perception of a stock
changes. The new manager may, where it sees an opportunity to do so, exercise
its rights and influence as an investor to encourage action by investee
companies to effect changes which may bring about such shifts in perception.

An investment review committee comprising the fund managers and other fund
managers within the Progressive Group will be established to assist the new
manager in its selection and management of the portfolio (but will not itself
take investment decisions, which will be the sole responsibility of the new
manager).

Investment Manager

The Company proposes to appoint Progressive European Markets Limited ('PEML') as
the investment manager. PEML currently manages Advance UK Trust plc, an
investment trust which invests at a discount in investment trusts and
closed-ended funds which are invested in developed markets (other than Japan).
At 11 March 2005 Advance UK Trust plc had net assets of £69.97 million.

The lead manager will be James Carthew, the managing director of PEML. He will
be supported by Simon Toynbee and Chris Norris, two senior fund managers within
the Progressive Group.

New Management Arrangements and termination of Existing Management Agreement

Under the new management agreement PEML will be entitled to a monthly fee of
one-twelfth of one per cent. of the Company's market capitalisation calculated
at the month end, together with, if applicable, a performance fee as described
below. The new management agreement will be terminable by either the new manager
or the Company on 6 months' notice expiring at the end of any calendar month no
earlier than the first anniversary of the contract.

The performance fee is based on the structure of incentives used by Advance UK
Trust plc and Advance Developing Markets Trust plc. It will be payable if, in
any financial period for which audited accounts are produced (or if shorter the
period up to termination), the Company's NAV per share (before deduction of the
performance fee and treating any dividends as if reinvested in the portfolio)
outperforms the New Benchmark Index. The performance fee will be 10 per cent. of
any such outperformance provided that the NAV per share has increased since the
end of the last period in respect of which a performance fee was payable and
since the date of commencement of dealings in the new shares issued pursuant to
the placing. The maximum performance fee which can be paid in any financial
period is capped at 2.5 per cent. of the net asset value before deduction of the
performance fee.

Currently the Company charges all of the management fees to capital reflecting
the nature of the existing investment objective. If the proposals are approved
the Company will charge 100 per cent. of basic management fees to revenue. Any
performance fees payable will be charged 100 per cent. to capital.

The Company has agreed with Progressive Alternative Investments Limited ('PAIL')
that it will not be required to pay compensation to PAIL for early termination
of the existing management agreement but will pay any performance fee for the
period ended 31 March 2005.

Following the announcement on 24 February 2005, notice has been given to realise
all the current investments of the Company such that by the time dealings in the
new shares start the existing portfolio will comprise cash and receivables.

Placing of new shares

In order to provide new capital for investment and to increase the market
capitalisation of the Company, which the board believes will improve interest
and liquidity in the shares, the Company has entered into a conditional
agreement with Marshall Securities Limited for it to place up to 70,000,000 new
shares. The placing is conditional, inter alia, on sufficient number of new
shares being placed such that the market capitalisation of the Company at the
placing price immediately following the placing is projected to be at least
£30,000,000.

The price at which new shares will be allotted under the placing will be
equivalent to 100/99ths of Formula NAV per share at close of business on 18
April 2005.

Formula NAV per share will be equivalent to NAV per share calculated according
to the Company's existing policies, save, for the avoidance of doubt, that:

(i) where a contract note for the disposal of an investment has been
issued the net proceeds on the contract note will be used in the valuation; and

(ii) where no contract note has been issued the price will be the
latest issued net asset value of the underlying investment adjusted, if
considered necessary by the Directors in their absolute discretion, to a fair
realisable value.

No party shall be under any liability by reason of the fact that a price
reasonably believed to be the appropriate price for any investment may not
subsequently be realised.

As at 28 February 2005 the NAV per share was 110.5253p, the Formula NAV per
share based on that price would have been 110.53p and the placing price would
have been 111.65p. The estimated NAV per share, after taking account of the
Directors' estimate of the costs of the proposals and adjusted as described
above, would have been 109.95p (if the minimum number of new shares had been
issued pursuant to the placing) and 110.10p (if the maximum number of new shares
had been issued pursuant to the placing).

Dividends

The new investment objective of the Company will be primarily focused on capital
growth and the Directors intend to reinvest a substantial proportion of any
surplus income (net of expenses). It is likely that such income will vary from
year to year which will affect the level of surplus. Having taken these matters
into account the Directors intend to establish a sustainable dividend policy. To
the extent that any dividends are paid, they will be paid in accordance with any
applicable laws and regulations.

General

The Company is also seeking approval for an amendment to the Company's articles
of association and an authority to allot additional shares representing 5 per
cent. of the share capital in issue following the placing for cash for a period
expiring five years after the date on which the proposals are approved. In
connection with this and with the placing the Company is seeking authority to
dis-apply shareholders' pre-emption rights.


Timetable:

                                                                          2005

Extraordinary General Meeting                                      11.00 a.m. on
                                                                      21 April

Dealings commence in new shares                                  8.00 a.m. on 27
                                                                         April

New shares in uncertificated form credited to the stock accounts      27 April
in CREST

Definitive certificates dispatched for new shares in                  by 5 May
certificated form


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