Tender Offer

Second Advance Value Realisation Co
17 May 2004


Second Advance Value Realisation Company Limited or the 'Company'

17 May 2004


Tender Offer


The board of Second Advance Value Realisation Company Limited announces that it
is preparing proposals to return at least £7.5 million to shareholders by way of
a tender offer for its ordinary shares. The tender offer, if approved, will
provide shareholders with an opportunity to realise part of their holding of
ordinary shares at net asset value less the costs of the tender offer, which the
board anticipates will be around one per cent. of the tender amount.


The tender offer will enable the Company to return at least £7.5 million to
shareholders plus any realisation proceeds generated in the period up to the
close of the tender offer. Based on the Company's published unaudited net asset
value of £21.3 million at 30 April 2004 and cash currently available,
shareholders will be able to tender approximately one third of their
shareholding.


The Company was launched in April 2003 acquiring a portfolio of listed
securities with a market value of £45.8 million in exchange for the issue of
ordinary shares and redeemable preference shares. As a result of the successful
management of the portfolio, the net asset value per ordinary share has risen
from 91p, in April 2003 to 213p at 30 April 2004 and the Company has
returned a total of £38.4 million to shareholders. The Company's investment
objective is to create value and liquidity for its shareholders. Realisation of
the portfolio was initially anticipated to take place over a three year period
but, in the light of progress made to date, Progressive Value Management Limited
(the 'Manager') expects to liquidate the entire portfolio during the course of
the next calendar year.


Following an initiative from the Manager, the board will also be proposing an
adjustment to the management fee arrangements in order to reflect the current
portfolio composition and liquidation timetable. The effect of this adjustment
will be to reduce total fees payable under the management agreement and to
incentivise the Manager to complete the realisation of the portfolio by 30 June
2005. If this objective is met the amount of the management fee saving will be
marginal but if this revised timetable is not achieved the saving will be
approximately £300,000 plus VAT.


The board also plans to propose at the shareholder meeting to seek an authority
to repurchase a further 14.99 per cent. of the Company's ordinary shares in
issue following completion of the tender offer through market purchases.


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


Enquiries:

Progressive Value Management Limited                             020 7253 9104
Robert Legget

Marshall Securities Limited                                      020 7490 3788
John Webb/Gary Pinkerton







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