Offer Unconditional

Johnson,Matthey PLC
9 July 2001


Not  for release, distribution or publication in whole or in part in or  into
the USA, Canada, Australia or Japan
                                                                             
                                                                
                Johnson Matthey plc ('Johnson Matthey')
             Recommended cash offer for Meconic plc ('Meconic')
                                      
                             Offer unconditional

Further to the announcement on 21 June 2001 of the recommended cash offer for
Meconic (the 'Offer') and subsequent market purchases of Meconic Shares,  the
Offer has now become unconditional.

As  at  3.00  p.m. on 9 July 2001, valid acceptances of the Offer  have  been
received in respect of 346,816 Meconic Shares, representing 1.0% of Meconic's
current issued share capital.  Johnson Matthey has also acquired in aggregate
18,700,000  Meconic  Shares, representing 51.5% of Meconic's  current  issued
share  capital at 405 pence per share in the market.  Of these Meconic Shares
acquired,  trades in respect of 20,659 Meconic Shares, representing  0.1%  of
Meconic's current issued share capital, have not yet settled.

Save as disclosed above, neither Johnson Matthey, nor any of the directors of
Johnson Matthey, nor so far as Johnson Matthey is aware, any party acting  in
concert with Johnson Matthey, held any Meconic Shares (or rights over Meconic
Shares) before the commencement of the Offer Period or has acquired or agreed
to  acquire  any  Meconic Shares (or rights over Meconic  Shares)  since  the
commencement  of the Offer Period and no acceptances have been received  from
any persons acting in concert with Johnson Matthey.

The  procedure  for acceptance of the Offer is set out in the Offer  Document
which  was posted on 3 July 2001.  The Form of Acceptance should be completed
and  returned as soon as possible, but in any event so as to arrive no  later
than  3.00 p.m. on 24 July 2001. Terms defined in the Offer Document dated  3
July 2001 have the same meanings when used herein unless the context requires
otherwise.

Commenting  on  the Offer, Chris Clark, Chief Executive of  Johnson  Matthey,
said:

'We  are  delighted that our offer for Meconic has been successful  and  that
such  a rapid and certain outcome has been achieved.  We believe that Meconic
offers  an  attractive  opportunity for the geographic expansion  of  Johnson
Matthey's  current  pharmaceutical fine chemicals business  into  the  United
Kingdom and Europe.'

Enquiries

Johnson Matthey plc
John Sheldrick                                            020 7269 8403
David Morgan                                              020 7269 8454

Schroder Salomon Smith Barney                             020 7986 4000
(financial adviser to Johnson Matthey)
James Steel
Jan Skarbek

Credit Suisse First Boston de Zoete & Bevan Limited       020 7888 8888
(brokers to Johnson Matthey)
Chris Chambers
Chris Sim

Gavin Anderson & Company                                  020 7457 2345
(PR Advisers)
Howard Lee
Laura Hickman

Salomon  Brothers International Limited (trading as 'Schroder  Salomon  Smith
Barney')  and  Credit Suisse First Boston de Zoete & Bevan Limited  ('CSFB'),
which  are  regulated  in  the United Kingdom by The Securities  and  Futures
Authority Limited, are acting exclusively for Johnson Matthey and no one else
in connection with the Offer and will not be responsible to anyone other than
Johnson  Matthey for providing the protections afforded to its customers  nor
for  providing advice in relation to the Offer.  Salomon Smith  Barney  is  a
service  mark  of  Salomon  Smith Barney Inc.  Schroder  is  a  trademark  of
Schroders  Holdings  plc  and  is  used under  licence  by  Salomon  Brothers
International Limited.

This  announcement does not constitute an offer or an invitation to  purchase
any securities.

The  Offer is not being made, directly or indirectly, in or into, or  by  the
use  of  the mails of, or by any means or instrumentality (including, without
limitation,  telephonically  or  electronically)  of  interstate  or  foreign
commerce  of,  or  any facilities of a national securities exchange  of,  the
United  States, or in or into Canada, Australia or Japan and the Offer should
not  be accepted by any such use, means, instrumentality or facility or  from
within the United States, Canada, Australia or Japan.

The  Loan  Notes to be issued pursuant to the Loan Note Alternative have  not
been,  and will not be, registered under the United States Securities Act  of
1933 (as amended) or under any relevant securities laws of any state or other
jurisdiction  of the United States, nor have clearances been, nor  will  they
be,  obtained  from  the securities commission or similar  authority  of  any
province  or territory of Canada and nor has a prospectus been,  or  will  be
filed,  or  registration made, under any securities law of  any  province  or
territory of Canada, nor has a prospectus in relation to the Loan Notes been,
nor  will one be, lodged with or registered by the Australian Securities  and
Investments Commission nor have any steps been taken, nor will any  steps  be
taken,  to  enable the Loan Notes to be offered in compliance with applicable
securities laws of Japan.  Accordingly, unless an exemption under such Act or
securities laws is available, Loan Notes may not be offered, sold, re-sold or
delivered,  directly  or  indirectly, in, into or  from  the  United  States,
Canada,  Australia or Japan or any other jurisdiction in which  an  offer  of
Loan  Notes  would  constitute  a  violation  of  relevant  laws  or  require
registration thereof, or to or for the account or benefit of any US person or
resident of Canada, Australia or Japan or any other such jurisdiction.


Salomon  Brothers  International Limited (trading as Schroder  Salomon  Smith
Barney)  is  regulated  in the United Kingdom by the Securities  and  Futures
Authority  Limited.  Salomon Smith Barney is a service mark of Salomon  Smith
Barney  Inc.  Schroders is a trademark of Schroders Holdings PLC and is  used
under licence.