Littlewoods Leisure to be Acquired for £161m

Rodime PLC
27 June 2000


        RODIME PLC TO ACQUIRE LITTLEWOODS LEISURE
                    FOR £161 MILLION
                            
    PROPOSED ACQUISITION TO CREATE LEADING GAMING AND
                   TECHNOLOGY COMPANY

The Board of Rodime plc ('Rodime' or the 'Company'), the
technology and patent licensing company, is pleased to
announce the proposed acquisition of Littlewoods Leisure
from The Littlewoods Organisation plc (the
'Acquisition').

Littlewoods Leisure is one of the UK's leading gaming
companies.  Its diverse operations include the renowned
Littlewoods Football Pools, which accounts for 82% of the
UK football pools market, Bet247.co.uk, the rapidly
expanding betting and gaming e-commerce business, Bet
Direct, the new and fast growing telephone betting
service, and an expanding network of electronic lottery
machines.

Rodime, which has a reputation in licensing and patenting
of digital technologies, intends to significantly develop
the Littlewoods gaming and leisure brands through its
knowledge of new technologies and the development of
further gaming concepts. The Directors believe
Littlewoods's gaming operations have a wide market appeal
and will benefit from greater UK and international
exposure.

The consideration for the Acquisition is £161 million, to
be satisfied in cash and guaranteed convertible loan
notes which would if converted provide The Littlewoods
Organisation plc with a significant minority shareholding
in the Company.  Loan facilities have been provided by
Bank of Scotland, which currently holds 49.6% of the
Company's share capital. It is Rodime's intention to
raise fresh equity through a rights issue and
subscription.

Rodime has been working closely with family interests of
Trevor Hemmings to effect the Acquisition of Littlewoods
Leisure. Mr Hemmings' family has a number of other
leisure interests including Blackpool Tower and The
Winter Gardens, a substantial stake in Arena Leisure plc
and an estate of approximately 800 public houses.

It is anticipated that family interests of Mr Hemmings
will hold a significant minority shareholding in Rodime.
Rodime's present intention is to retain the existing head
office of Littlewoods Leisure in Liverpool. Rodime does
not believe that there will be any reduction in the work
force as a result of the acquisition. Rodime believes the
acquisition provides a platform for growth for the
Littlewoods Leisure business  - both in the UK and
overseas - bringing additional employment opportunities.

In view of the size of the Acquisition, Rodime will be
seeking shareholders' approval for the transaction at an
Extraordinary General Meeting of Rodime to be convened in
due course. An explanatory circular will be sent to
shareholders shortly. The acquisition is also subject to
the approval of the shareholders of The Littlewoods
Organisation plc.

As a result of the proposed Acquisition, the listing of
Rodime's existing ordinary shares have been suspended.
Conditional on approval of the Acquisition, the directors
will request the lifting of the suspension of trading in
its shares on the Official List of The London Stock
Exchange.

At 30 April 2000, the net liabilities of the businesses
being acquired totalled £1.5 million. For the year-ended
30 April 2000, the trading profit of those businesses was
£20 million.

Colin McGill, chief operating officer of Rodime, said:
'We are delighted to have agreed the acquisition of
Littlewoods Leisure. Littlewoods has a fantastic brand
name, with a strong range of products in its traditional
marketplace. Our knowledge of new technologies will allow
us to take this strong brand into new markets through
fresh product ranges both in the UK and abroad, allowing
us to broaden the user base whilst enhancing services for
existing customers.'

'We look forward to working with the Littlewoods Leisure
staff who have successfully developed this valuable
franchise over many years.'

James Ross, Chairman of The Littlewoods Organisation plc,
said: 'This is an excellent deal for Littlewoods Leisure,
a business of which we have been proud owners for some 75
years. New ownership will provide the springboard to
further develop its exciting range of new technology
businesses. The sale will leave The Littlewoods
Organisation very well positioned to give undiluted focus
to developing its leading approach to multi-channel
integrated retailing.'


For further information, please contact

David Rydell/Jonathon Brill
Bell Pottinger Financial
0207 353 9203

David Mathewson
Noble Grossart
0131 226 7011