Exchange Offers and Proposals

Slough Estates PLC
10 May 2005


10 May 2005

Slough Estates plc: Exchange Offers and Proposals

Slough Estates plc (the 'Company') announces the launch of exchange offers (the 'Exchange Offers') to the holders of its
£50,000,000 10 per cent.  Bonds due 2007, £33,343,418 12.375 per cent. Unsecured Loan Stock due 2009 (of which 
£31,849,997 is outstanding as at the date of this announcement) and £100,000,000 11.625 per cent. Bonds due 2012 
(together, the 'Shorter Dated Existing Notes') to exchange all of their Shorter Dated Existing Notes into new, unsecured
Sterling denominated fixed rate notes due 2018 (the 'Shorter Dated New Notes'), and to the holders of its £100,000,000 
10 per cent. Bonds due 2017 and £40,000,000 11.25 per cent. First Mortgage Debenture Stock due 2019 (together, the 
'Longer Dated Existing Notes' and, together with the 'Shorter Dated Existing Notes', the 'Existing Notes') to exchange 
all of their Longer Dated Existing Notes into new, unsecured Sterling denominated fixed rate notes due 2035 (the 'Longer
Dated New Notes' and, together with the Shorter Dated New Notes, the 'New Notes').

The Exchange Offers are subject to Offer Restrictions as set out below and in the Exchange Offer Memorandum dated 10 May
2005 (the 'Exchange Offer Memorandum') prepared by the Company in connection with the Exchange Offers and the Proposals 
(as defined below).  If any holder of the Existing Notes would prefer to receive cash rather than New Notes, it may 
elect to have UBS Limited (on behalf of the Dealer Managers) purchase for cash on the Settlement Date such holder's 
entitlement to delivery of the relevant New Notes.  The New Notes will benefit from modernised covenants including a 
change of control covenant.

The Company is also inviting holders of the Existing Notes to approve proposals to amend the terms and conditions of the
Existing Notes to provide for the early redemption of all of the Existing Notes.  The Company will be publishing and 
sending notices convening separate meetings of the holders of each series of the Existing Notes to be held at the 
offices of Lovells, Atlantic House, Holborn Viaduct, London EC1A 2FG on 8 June 2005, at which holders of each such 
series will be invited to consider and, if thought fit, pass the extraordinary resolution in respect of such series set 
out in the relevant notice.

The Exchange Offers and Proposals, if successfully completed, will, amongst other things, reduce the Company's annual 
interest cost, extend its debt maturity profile and create more liquid notes with modernised covenants.  Furthermore, 
contingent upon successful completion of the Exchange Offers and the Proposals, Slough intends to invite holders of the 
Company's other Sterling securities to approve proposals to amend the terms and conditions of such securities to provide
for updated covenants, including a change of control covenant, to investors in respect of such securities, the intention
being to bring all the Company's Sterling unsecured noteholders onto one common documentation platform.

Each Exchange Offer will commence on Tuesday, 10 May 2005 and will expire at 3.00 p.m. (London time) on Monday, 6 June 
2005, unless the period for such Exchange Offer is extended or such Exchange Offer is terminated as provided in the 
Exchange Offer Memorandum.  The Early Submission Date and time for holders of the Existing Notes to be eligible for the 
Early Submission Payment is 3.00 p.m. on 31 May 2005.  The Pricing Date and time is expected to be at or around 10.00 
a.m. on 9 June 2005.

Holders of the Existing Notes to whom the Exchange Offers are not being made pursuant to the Offer Restrictions may 
still vote in favour of the relevant extraordinary resolution and be eligible to receive the Early Submission Payment by
submitting an Ineligible Noteholder Instruction by 3.00 p.m. on the Early Submission Date as provided in the Exchange 
Offer Memorandum.

The Exchange Offers and the Proposals are being made upon the terms and subject to the conditions contained in the 
Exchange Offer Memorandum and terms used in this announcement and not otherwise defined have the meanings given to them 
in the Exchange Offer Memorandum.

For further information, please contact:
Trevor Mant                            Group Treasurer                      [phone]

Dealer Managers:
Barclays Capital                      Jeremy Froud                          [phone]
The Royal Bank of Scotland            Robert St John                        [phone]
UBS Investment Bank                   Rob Ritchie                           [phone]

DISCLAIMER
This announcement must be read in conjunction with the Exchange Offer Memorandum.  This announcement and the Exchange 
Offer Memorandum contain important information which should be read carefully before any decision is made in relation to
the Exchange Offers or the Proposals.  If you are in any doubt as to the action you should take, you are recommended to 
seek your own financial advice immediately from your stockbroker, bank manager, solicitor, accountant or other 
independent financial adviser.  Any individual or company whose Existing Notes are held on its behalf by a broker, 
dealer, bank, custodian trust company or other nominee must contact such entity if they wish to accept any of the 
Exchange Offers or submit an Ineligible Noteholder instruction.  The distribution of this announcement or the Exchange 
Offer Memorandum in certain jurisdictions (in particular, the United States, United Kingdom, France, Belgium, The 
Netherlands, Spain, Italy and Switzerland is restricted by law (as further described below).  Persons into whose 
possession this announcement comes are required to inform themselves about, and to observe, any such restrictions.  No 
action has been taken in any jurisdiction by the Company, the Dealer Managers, the Existing Trustees, Exchange Agent and
the Registrar that would permit a public offering of the New Notes.

OFFER RESTRICTIONS
Neither this announcement nor the Exchange Offer Memorandum constitutes an invitation to participate in any of the 
Exchange Offers in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such 
invitation under applicable securities laws.

United States. The Exchange Offers are not being made and will not be made
directly or indirectly in, or by use of the mails of, or by any means or
instrumentality of interstate or foreign commerce of, or any facilities of a
national securities exchange of, the United States of America. This
announcement, the Exchange Offer Memorandum and any other offering material
relating to the Exchange Offers may not be sent or given to a person in the
United States of America. Each holder of the Existing Notes participating in the
Exchange Offers will represent that it is not located in the United States of
America and is not a U.S. person (within the meaning of Regulation S of the
United States Securities Act of 1933, as amended) and is not giving an order to
participate in the Exchange Offers from the United States of America or on
behalf of a U.S. person.

Spain. The Exchange Offers are not available to any resident of Spain. Accordingly, residents of Spain may not submit 
for exchange any of the Existing Notes in the Exchange Offers nor may the New Notes be offered, sold or delivered in 
Spain and neither may this announcement, the Exchange Offer Memorandum nor any other offering material relating to the 
Exchange Offers, the Existing Notes or the New Notes be distributed or made available in Spain.
Italy. The Exchange Offers are not being made in the Republic of Italy (Italy) and have not been submitted to the 
clearance procedure of Commissione Nazionale per le societa e la Borsa (CONSOB) or the Bank of Italy pursuant to Italian
laws and regulations. Accordingly, holders of Existing Notes are notified that, to the extent such holders are Italian 
residents or persons located in Italy, the Exchange Offers are not available to them and they may not submit for 
exchange Existing Notes in any of the Exchange Offers nor may the New Notes be offered, sold or delivered in Italy and, 
as such, any acceptances received from such persons shall be ineffective and void, and neither this announcement, the 
Exchange Offer Memorandum nor any other offering material relating to the Exchange Offers, the Existing Notes or the New
Notes may be distributed or made available in the Republic of Italy.
Switzerland. The Exchange Offer Memorandum and any other offering material relating to the Exchange Offers are not 
intended to constitute any public offer in Switzerland. Accordingly, holders of Existing Notes are notified that, to the
extent such holders are resident or located in Switzerland, the Exchange Offers are not available to them and they may 
not submit for exchange the Existing Notes in the Exchange Offers nor may the New Notes be offered, sold or delivered in
Switzerland, and neither this announcement, the Exchange Offer Memorandum nor any other offering material relating to 
the Exchange Offers, the Existing Notes or the New Notes may be distributed or made available in Switzerland.
The Exchange Offers and the distribution of this announcement is not being made to the public in the United Kingdom, 
France, Belgium and The Netherlands.  In such jurisdictions, only the following persons may participate in the Exchange 
Offers and receive this announcement (as more fully set out in the Exchange Offer Memorandum):
United Kingdom (Only persons whose ordinary activities involve them in acquiring, holding, managing or disposing of 
investments for the purposes of their businesses)/France (qualified investors only)/Belgium (qualifying professional 
investors only)/The Netherlands (professional investors only).
General. None of the Exchange Offers constitutes an offer to buy or the solicitation of an offer to sell the Existing 
Notes and/or New Notes in any circumstances in which such offer or solicitation is unlawful. In those jurisdictions 
where the securities, blue sky or other laws require any of the Exchange Offers to be made by a licensed broker or 
dealer, the Exchange Offers shall be deemed to be made on behalf of the Dealer Managers or one or more registered 
brokers or dealers licensed under the laws of such jurisdiction.


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