Offer Update

Millfield Group PLC
20 December 2004


RECOMMENDED MERGER OFFER ON BEHALF OF MILLFIELD GROUP PLC ("MILLFIELD") FOR
INTER-ALLIANCE GROUP PLC ("INTER-ALLIANCE") (THE "MERGER OFFER")

Further to the announcement made by Millfield on 14 October 2004, Millfield has
today completed the exercise of its rights, pursuant to the provisions of
sections 428 to 430 (inclusive) of the Companies Act 1985, to acquire
compulsorily the remaining Inter-Alliance shares to which the Merger Offer
relates (the "Compulsory Acquisition Procedure").

Pursuant to the Compulsory Acquisition Procedure new shares in Millfield have
been allotted and rank pari passu with the existing class of ordinary shares. As
a result the Company has today made an application to the Alternative Investment
Market for 2,771,582 ordinary shares of 0.175p to be admitted to trading on the
Alternative Investment Market.

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