Statement re Possible Offer

Melrose PLC
29 March 2004





Melrose plc                                                       29 March 2004
 
                                  Melrose plc

                 Announcement re: The Mayflower Corporation plc


Melrose PLC ("Melrose") notes the announcement made this morning by The
Mayflower Corporation plc ("Mayflower"). Recently Melrose approached Mayflower
to indicate that it would be interested in engaging in discussions about the
possibility of making an offer for Mayflower. Any such offer would be
accompanied by the raising of new equity to reduce significantly Mayflower's
high level of indebtedness. Melrose believes that such an offer would be in the
best interests of Mayflower, its shareholders, its creditors and its other
stakeholders.



Melrose has indicated to Mayflower that due to, inter alia, Mayflower's high
level of indebtedness, financial performance and corporate structure any offer
could only be made after completion of satisfactory due diligence.



Consequently Melrose is not yet in a position to either indicate whether any
offer would be at, above or below the current Mayflower share price or to
indicate the precise structure of any offer and equity fund raising.  However it
is Melrose's intention to seek to structure an offer which, if made, would give
the opportunity for Mayflower's shareholders to continue to have an equity
investment in any enlarged group.



Melrose has in the light of the management changes announced by the Board of
Mayflower today chosen to make this announcement in the hope that it will assist
in the process of refinancing Mayflower, as it does not believe that delay is in
the best interests of Mayflower, its shareholders, its creditors and its other
stakeholders. Melrose would therefore invite Mayflower to enter into discussions
without delay.



A further announcement will be made when appropriate.




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Nick Fox                  020 7153 1540 / 07711 727 618





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