HSBC Acquisition Turkey

HSBC Holdings PLC
08 August 2002


                 HSBC ACQUIRES TURKISH INSTALMENT CARD BUSINESS

HSBC Bank A.S. has agreed to acquire Benkar Tuketici Finansmani ve Kart
Hizmetleri A.S. and the Advantage brand from Boyner Holding A.S. for a
consideration of up to US$75 million. Part of the consideration will be subject
to the achievement of certain pre-agreed performance targets in the next five
years.

Under the terms of the agreement, HSBC will acquire 100 per cent of the issued
share capital of Benkar together with all of its assets and operations. HSBC and
Boyner Holdings have also signed a commercial co-operation agreement under which
BOFIS, a newly established subsidiary of Boyner Holding, will manage the
Advantage programme as agent for HSBC and provide consultancy services to HSBC
for Advantage merchant relations, loyalty programmes and marketing for five
years.

Through this transaction, HSBC is complementing its extensive financial services
portfolio with the addition of one of Turkey's most respected brands and the
ability to provide HSBC customers with instalment cards. At the same time, the
bank will provide qualifying Advantage Card customers with an international
credit card and other banking services.

Advantage Card is the largest card organisation in Turkey, with 288
participating merchant firms, acceptability at 5,000 points-of-sale and over 1.5
million cardholders.

HSBC has 400,000 credit card customers and a total of one million personal
customers managed through a network of 163 branches. On completion of the
acquisition, the operations of Advantage Card will be progressively integrated
into HSBC's existing local operations.

Completion of the purchase is expected to take place in early September, subject
to regulatory approval and completion of various terms and conditions.

Notes to editors:

1. Boyner Holding A.S.

Boyner Holding is Turkey's largest non-food retailer, with well-known brands,
such as Beymen, Carsi, Altinyildiz, Network, Limon and Fabrika under its
ownership.

2. HSBC Bank A.S.

HSBC Bank A.S. began operations in Turkey in 1990 and, with the acquisition of
Demirbank in 2001, now has a significant position within the banking sector.
HSBC Bank A.S. provides a comprehensive range of personal, commercial, private
banking and brokerage products and services through its 163 branches, 3,300
personnel, and its 100 per cent owned investment banking subsidiary HSBC
Yatirim.

3. HSBC Holdings plc

HSBC Bank A.S. is an indireclty held, wholly-owned subsidiary of HSBC Holdings
plc. With some 7,000 offices in 81 countries and territories across Europe,
Asia-Pacific, the Americas, the Middle East and Africa and assets of US$746
billion at 30 June 2002. HSBC is one of the world's largest banking and
financial services organisations.




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