Proposed Acquisition of Ginger Media for £225m

Scottish Media Group PLC
13 January 2000


                      Scottish Media Group plc ('SMG')
                                      
                      Acquisition of Ginger Media Group
                                      
                                      
                                  Headlines
                                      
                                      
*  Proposed  acquisition  of  100 per cent. of  Ginger  Media  Group  Limited
   ('Ginger Media'), for an aggregate consideration of £225 million

*  Ginger  Media  represents  an excellent opportunity  to  acquire  a  well-
   branded, rapidly growing national media business containing:

   -  two highly profitable radio franchises;
   -  a growing TV programme production arm; and
   -  an integrated internet service
   
*  The acquisition is expected to:

   -  deliver  SMG  critical mass in radio which remains the fastest  growing
       advertising medium in the UK;
   -  expand SMG's national media presence around well branded media assets;
   -  provide  significant  potential  for cross-media  benefits  with  SMG's
       existing operations; and
   -  enhance SMG's earnings immediately
   
*  Following   assumption   by   SMG  of  Ginger  Media's   indebtedness   of
   £75  million,  vendors to receive £150 million, of which £40 million  will
   be in SMG equity, issued to Chris Evans and Ginger Media's management

*  Equity  consideration will vest in three equal, separate  annual  tranches
   to promote retention and incentivisation of key personnel

*  1  for  10  rights issue of up to 6,506,374 Stock Units at 910  pence  per
   unit to raise approximately £58.0 million, net of expenses

*  Acquisition subject to SMG shareholder and Radio Authority approvals

*  SMG's  largest  shareholder,  Flextech,  has  irrevocably  undertaken   to
   support acquisition and rights issue

Commenting  on  the proposed acquisition, Don Cruickshank, Chairman  of  SMG,
said:

'This  is  a transforming acquisition for SMG at an excellent price.   Ginger
Media  significantly  strengthens our national presence and  has  outstanding
growth prospects.  With this deal, SMG becomes a leading player in UK media.'


13th January, 2000
_____________________________________________________________________________


Press Enquiries

SMG                                           0171 404 5959 (on 13th January)
Andrew Flanagan, Chief Executive                   0141 300 3300 (thereafter)
Gary Hughes, Group Finance Director
Callum Spreng, Corporate Affairs Director

Schroders                                                       0171 658 6000
David Wormsley
Simon Gluckstein

Hoare Govett                                                    0171 678 8000
Mark Astaire

Brunswick                                                       0171 404 5959
James Hogan


A  presentation to analysts and institutions will be held at 9.30 a.m.  today
(13th  January,  2000)  at  the  offices  of  ABN  AMRO  Hoare  Govett,   250
Bishopsgate, London EC2.

Schroders,  which  is  regulated  in the UK by  The  Securities  and  Futures
Authority  Limited,  is acting for SMG and SMG (Jersey) in  relation  to  the
Acquisition  and Rights Issue and for no-one else and will not be responsible
to  any  person other than SMG and SMG (Jersey) for providing the protections
afforded  to  customers  of Schroders or for advising  any  other  person  in
relation to the Acquisition and Rights Issue.

Schroders  has  approved  this  announcement as an  investment  advertisement
solely for the purpose of section 57 of the Financial Services Act 1986.

Not  for  release, publication or distribution in or into the United  States,
Canada  or Australia.  Neither the new Ordinary Shares or the Stock Units  to
be  issued under the Rights Issue nor the Provisional Allotment Letters  have
been  nor will they be registered under the United States Securities  Act  of
1933,  as  amended, or under the securities laws of any State of  the  United
States  or  any  province or territory of Canada or Australia  or  under  the
relevant  securities laws of the Republic of Ireland and, subject to  certain
exemptions, they may not be offered, sold, accepted, renounced or taken up or
delivered,  directly  or  indirectly, in or into the United  States,  Canada,
Australia or the Republic of Ireland.

This  summary  should  be  read in conjunction with  the  full  text  of  the
following announcement.

                      Scottish Media Group plc ('SMG')
                                      
                      Acquisition of Ginger Media Group
                                      
Introduction

Scottish  Media Group plc ('SMG') announces today that it has, together  with
its  wholly-owned  subsidiary, Scottish Media Group  (Jersey)  Limited  ('SMG
(Jersey)'), entered into an agreement for SMG (Jersey) to acquire the  entire
issued share capital of Ginger Media Group Limited ('Ginger Media').

SMG believes that Ginger Media represents an excellent opportunity to acquire
a  rapidly-growing, national media business with critical mass  in  its  core
market  of  commercial  radio, together with a growing television  production
arm.  This acquisition represents a further step in SMG's stated strategy  of
building its operations across complementary media sectors in the UK.

The consideration for the Acquisition is approximately £225 million which  is
to  be  satisfied  as to £185 million in cash (including  the  assumption  of
Ginger  Media  Group's indebtedness, including preference  shares,  which  is
expected  to  be approximately £75 million on completion of the  Acquisition)
and  £40  million  in  shares.   Approximately  £26  million  of  the  equity
consideration described above constitutes deferred consideration.

In  addition, the Group proposes to raise approximately £58.0 million, net of
expenses,  through a 1 for 10 rights issue.  The net proceeds of  the  Rights
Issue will be applied to fund the Acquisition, while existing and new banking
facilities  will provide SMG with flexibility to continue its development  on
an  ongoing basis.  The Rights Issue has been underwritten by Schroders.  The
brokers to the Rights Issue are Hoare Govett.

In  view  of  its size, the Acquisition is conditional upon the  approval  of
SMG's  shareholders, which will be sought at an Extraordinary General Meeting
of  the  Company.  The Acquisition is also conditional on The Radio Authority
indicating  that it does not object to the Acquisition.  The Radio  Authority
is required, inter alia, to conduct a public interest test in accordance with
current cross-media regulations.

An  irrevocable  undertaking to vote its entire  holding  in  favour  of  the
resolution  to  approve the Acquisition at the Extraordinary General  Meeting
has  been given by Flextech, SMG's largest shareholder, which controls  18.54
per  cent.  of  SMG's  existing share capital.   In  addition,  Flextech  has
irrevocably committed to subscribe for its full pro rata entitlement pursuant
to  the  Rights Issue, as a result of which Flextech's entitlement  to  Stock
Units under the Rights Issue will not be underwritten by Schroders.

In addition, SMG will propose at its next Annual General Meeting to establish
a  new  holding company for the Group, which will be called SMG plc, in order
to  reflect the broader national presence of the Group.  The new company will
encompass all of the Group's existing and proposed operations.



Background

Over the last five years, SMG has delivered substantial financial performance
from its businesses, with profit before tax growing by approximately 400  per
cent.  from a combination of organic growth and acquisitions.  Over the  same
period,  SMG has delivered strong returns for its shareholders, having  grown
its  reported  earnings per share (excluding exceptional items  and  goodwill
amortisation) by over 300 per cent. while SMG's share price has increased  by
134 per cent. since 1st January, 1994, representing an out-performance of the
FTSE-All  Share index of 27 per cent.  In addition, dividends per share  have
increased over the last five years by a compound annual growth rate of 15 per
cent.  This growth has been achieved by a management team with a proven track
record of delivering shareholder value.

The  consolidation of SMG's television operations, following the  acquisition
of  Grampian  Television plc, created significant operational  and  financial
synergies,  which,  together  with  the  earlier  acquisition  of  Caledonian
Publishing  plc,  led  to  SMG's development as the leading  media  group  in
Scotland.   From  this strong platform, SMG has built its  national  presence
around  well-branded media assets, with the acquisition of Primesight plc  in
the  fast growing outdoor advertising sector and the purchase of Pearl & Dean
Cinemas Limited, one of the best-known UK media brands and a major player  in
national  cinema advertising.  During 1999, SMG also acquired a  shareholding
in  Heart  of Midlothian plc, one of the leading football clubs in  Scotland,
thereby reinforcing SMG's position as Scotland's leading media company.

On 4th January, 2000, SMG announced that it had increased its shareholding in
the  national breakfast television station, GMTV, by 5 per cent.  to  25  per
cent.,  strengthening  SMG's  position  in  a  valuable  national  television
franchise.

SMG  intends  to  develop  its  operations to  generate  further  cross-media
benefits  and economies of scale, which will provide a solid base for  growth
both  within and outside Scotland.  The directors of SMG believe that  Ginger
Media represents an excellent opportunity to acquire a rapidly growing, well-
branded,  national media business with critical mass in its  core  market  of
radio.   In  addition,  the  acquisition of a growing  television  production
operation strengthens one of SMG's existing core activities.

Information on Ginger Media

Ginger Media is one of the leading independently-owned media groups in the UK
and comprises three principal divisions:

*  Virgin Radio
*  Ginger Television
*  Ginger Online

Virgin Radio was launched in 1993 following the award of a national AM  radio
broadcasting licence (1215 AM).  It is one of only three national  commercial
radio  stations  broadcasting in the UK and the only  one  operating  with  a
mainstream popular music format.  In 1995, Virgin Radio launched a commercial
FM  station  (105.8  FM) broadcasting in the lucrative London  radio  market.
Ginger Media is the only commercial radio operator which offers such a unique
balance  of  national  and London licences.  Its powerful  branding  and  its
audience  targeting  for  advertisers makes  it  a  valuable  national  media
franchise in the relatively fragmented radio sector.

Virgin  Radio  has demonstrated substantial growth: between  1994  and  1999,
revenues have grown by a compound annual growth rate of approximately 46  per
cent.   At the same time, Virgin Radio has built up a 2.7 per cent. share  of
the  total radio audience in the UK and, in any four week period, reaches  an
audience  of 6.2 million including 20 per cent. of all 20-44 year old  adults
(Source: RAJAR Q3 1999).

Following the recent introduction of digital radio in the UK, Virgin Radio is
currently  broadcasting  on Digital One, the UK's  only  national  commercial
digital  radio  multiplex,  as  a  result of which  Virgin  Radio's  existing
national  AM licence will automatically be renewed for a further  eight  year
term.  An application to renew Virgin Radio's London FM licence will be  made
in  due  course  (with  the current licence due to  expire  in  April  2003),
although  this  licence will be automatically renewed if the  Switch  Digital
consortium  (with  Virgin  Radio  as a member)  secures  either  of  the  two
remaining  London  digital  multiplexes.  Virgin Radio  is,  therefore,  well
placed to extend its brand and national presence into digital broadcasting.

Ginger Television was also founded in 1993 and has developed into one of  the
leading  independent  TV  production  companies  in  the  UK.   From  initial
successes such as Don't Forget Your Toothbrush, Ginger Television has further
expanded through the production of successful light entertainment programming
including  TFI  Friday (which continues to draw average weekly  audiences  of
some  2.7  million  on Channel 4), Red Alert (the peak time National  Lottery
programme  on  BBC1 with an average weekly audience of some 6.1 million)  and
The  Priory  (a  celebrity chat show and music format on Channel  4  with  an
average weekly audience of some 1.8 million).

As  with  Virgin  Radio,  Ginger Television has  also  delivered  substantial
growth, with revenues having grown to £14.1 million in the year to 31st July,
1999  and  operating profit (before any allocation of central  overheads)  to
£4.1  million, making Ginger Television an independent television  production
company which is both profitable and successful.

In  1997, Virgin Radio was acquired by Ginger Media in a venture capital  and
vendor backed transaction which resulted in the combination of the radio  and
television operations to form Ginger Media Group.

From  being  one of the first radio stations in the UK to have  a  web  site,
which  was launched in March 1996, Virgin Radio has continued to develop  its
online  presence.   Virgin  Radio was the first  European  radio  station  to
broadcast  its output simultaneously over the Internet.  Both the  radio  and
television operations are now complemented by an integrated Internet service,
Ginger Online, which was launched in June 1998.  Most recently, Ginger Online
launched a real-time music, news and e-commerce service which further extends
the group's offering to its target audience.

In  its  audited  results for the year ended 31st July,  1999,  Ginger  Media
reported  group  operating profit of £16.0 million  from  total  revenues  of
£46.4  million.   In that period, Virgin Radio reported operating  profit  of
£13.6  million  from  total revenues of £32.0 million and  Ginger  Television
reported   operating  profit  of  £4.1  million  from   total   revenues   of
£14.1  million (with other income of £0.3 million reconciling group  revenues
and central costs of £1.7 million reconciling group operating profit).  As at
31st  July, 1999, Ginger Media had aggregate net liabilities of £60.2 million
which  included  net indebtedness, including, inter alia, loans  from  Ginger
Media shareholders and preference shares, of £79.3 million.

Reasons for the Acquisition

SMG  has  consistently stated its intention to expand its  operations  across
complementary  media sectors in the UK.  It believes that the acquisition  of
Ginger  Media  meets  with  this objective and  fulfils  its  key  investment
criteria.  Specifically, SMG has stated that its strategy is to:

*  extend  the  Group  from  its  strong Scottish  base  across  a  range  of
   traditional and developing media

*  build the Group around well-branded and complementary media assets

*  develop  the  Group's  national  UK  advertising  presence,  as  well   as
   strengthen its offer to advertisers in its key market in Scotland

*  acquire  related media businesses to which SMG management  can  add  value
   including  through the application of its proven management  approach  and
   expertise

The  directors  of  SMG believe that the acquisition of  Ginger  Media  fully
satisfies these fundamental criteria.

Extend  the Group from its strong Scottish base across a range of traditional
and developing media

*  Having  strengthened its position as the leading media company in Scotland
   through  its  established television and publishing  operations,  SMG  has
   successfully  pursued a strategy in the past 12 months of  expanding  into
   developing   and   fast-growing  media,  such  as   outdoor   and   cinema
   advertising, across the UK

*  Radio  has been the fastest growing advertising medium in the UK for  five
   of  the  past  seven years (Source: Zenith Media) during  which  time  the
   market  has  grown  at a rate of some 19 per cent. on average  per  annum.
   Furthermore,  this  growth  has  been  driven  principally   by   national
   advertising,  the  most  substantial element of  Virgin  Radio's  business
   (Source: Radio Advertising Bureau/Radio Authority)

*  Growth  in  radio advertising is forecast to continue to outpace  that  of
   other  media  with  Zenith Media forecasting advertising  growth  for  the
   radio industry of 10.0 per cent. in both 2000 and in 2001

*  Radio's  share  of  total  UK  advertising is forecast  to  increase  from
   4.4  per  cent.  in  1999  to 5.5 per cent. by  2002  (which  compares  to
   13.0  per  cent.  in the US and 6.5 per cent. in France in 1999)  (Source:
   Zenith Media)

Build the Group around well-branded and complementary media assets

*  Virgin  Radio is one of the highest profile media brands in the UK.   With
   an  established  national presence and a high level of brand  recognition,
   Virgin  Radio  is  specifically targeted at the valuable  20-44  year  old
   market which continues to be highly attractive to advertisers

*  Radio  directly  complements SMG's existing  media  interests.   With  the
   ability   to   offer   promotional  and  packaging  opportunities   across
   complementary  media platforms, SMG will be well positioned to  strengthen
   its  relationships  with its principal advertisers and  agencies  for  the
   benefit of all its media operations

*  Ginger  Television  has  developed  as a  creative  television  production
   operation  which  continues to be strengthened  with  new  and  innovative
   commissions, particularly in live entertainment.  SMG expects that  Ginger
   Television  will  directly complement its existing  television  production
   operation, Scottish Television Enterprises, and that both businesses  will
   continue  to  benefit from its success in attracting and  developing  high
   profile on-air talent

Develop  the Group's national UK advertising presence, as well as  strengthen
its offer to advertisers in its key market in Scotland

*  The  acquisition of Ginger Media will represent a significant  advance  in
   the geographical coverage and national presence of SMG's operations

*  Virgin  Radio has a unique and valuable licence combination, with  one  of
   only  three  national commercial radio licences and is the  only  national
   commercial  station  to focus on mainstream popular music,  targeting  the
   important  20-44  year old market.  This position is further  strengthened
   with  a dedicated London FM licence offering advertisers national coverage
   with a London upweight

*  Virgin  Radio as a whole accounts for approximately 5.7 per cent.  of  the
   total  commercial radio audience in the UK (Source: RAJAR).  Virgin  Radio
   has, however, consistently been able to secure a greater proportion of  UK
   radio  advertising and currently captures some 8 per cent. of total  gross
   radio advertising revenue (Source: Radio Advertising Bureau)

Acquire  related  media  businesses to which SMG  management  can  add  value
including  through  the  application of its proven  management  approach  and
expertise

*  SMG   believes  that  there  is  potential  to  improve  the   operational
   efficiency  of the Ginger Media Group through economies of scale  and  the
   application  of  its proven management approach to both  acquisitions  and
   investments to support organic growth

*  In  addition,  SMG  believes that the Acquisition will  offer  substantial
   potential  to leverage promotion and packaging across complementary  media
   platforms, in particular with Virgin Radio and SMG's national outdoor  and
   cinema advertising operations
*  The  acquisition of Ginger Television will materially strengthen SMG's  UK
   television production interests and will enable the combined operation  to
   access a greater number of broadcasters

*  SMG  also  believes  that Ginger Media represents an excellent  base  from
   which  further development and expansion opportunities will be created  in
   radio, TV production and the Internet

Management

Upon completion of the Acquisition, the operations of Virgin Radio and Ginger
Television  will  be  separated and integrated  within  and  alongside  SMG's
existing  operations.   Virgin Radio will be managed  alongside  SMG's  other
national  media assets (outdoor and cinema advertising) in order to  maximise
the   promotional   and   advertising  opportunities  across   these   highly
complementary advertising platforms.  It is proposed that David Campbell, the
current  Chief Executive of Ginger Media, will assume responsibility for  the
day-to-day  management  of this combined national media  division,  reporting
directly to Andrew Flanagan, the Chief Executive of SMG.

Having  worked  within the Virgin Group since 1986, David Campbell  has  been
responsible for the development of Ginger Media, first as Chief Executive  of
Virgin  Radio  from  1993 to 1996 and latterly as Chief Executive  of  Ginger
Media following Virgin Radio's acquisition in 1997.

Ginger  Television will be combined with SMG's existing television production
operations,  Scottish  Television Enterprises, the responsibility  for  which
will  be assumed by Eileen Gallagher, Managing Director of Ginger Television,
who  will  report to Donald Emslie, the Managing Director of SMG's Television
Division.  Whilst SMG believes that there will be significant benefits to  be
gained  from combining the two businesses, it also recognises the  importance
of  retaining the unique brand and culture which have been fundamental to the
success of Ginger Television in recent years.

In  order  to  secure  the ongoing participation of Chris  Evans  and  Ginger
Media's  management  team  in  the continued success  of  the  business,  the
purchase  consideration attributable to key members of  the  management  team
includes  a  material  amount payable in shares.  The  management  team  will
receive the benefit of this consideration in three equal, separate and annual
tranches,  the first of which will be vested on completion of the Acquisition
with the remaining tranches vesting on the first and second anniversaries  of
the  completion  date.   If Chris Evans or any of the relevant  Ginger  Media
management team members leave Ginger Media, or the Enlarged Group,  prior  to
the full vesting of their share tranches, and without the express consent  of
SMG, they will forfeit their right to receive any outstanding entitlement.
By way of example, of the aggregate consideration attributable to Chris Evans
under the terms of the Acquisition, £38.4 million (representing approximately
53  per  cent.  of his total consideration) will be paid in shares  in  three
equal instalments as described above.

In  1993,  Chris Evans formed his own company, Ginger Television  Productions
Limited,  through which he has since devised and presented a number of  major
programmes  including  Don't Forget Your Toothbrush and  TFI  Friday.   After
joining  the  BBC  in 1995 as the principal presenter of the  BBC  Radio  One
Breakfast Show, Chris Evans moved to host the Virgin Radio Breakfast Show  in
1997  and  thereafter led the acquisition of Virgin Radio as a whole.   Chris
Evans remains fully committed to the future development of Ginger Media.

Principal terms of the Acquisition

The  terms  of  the Acquisition provide for the repayment of  Ginger  Media's
existing indebtedness, the complete exit of Ginger Media's existing financial
and  corporate shareholders and for Chris Evans and the principal members  of
the Ginger Media management team to receive a significant proportion of their
consideration in the form of shares in SMG (Jersey) and ultimately in SMG.

Specifically, of the aggregate consideration of £225 million, £185 million is
to  be  satisfied in cash (including the assumption of Ginger  Media  Group's
indebtedness,   including  preference  shares,  which  is  expected   to   be
approximately £75 million on completion of the Acquisition) and  £40  million
in shares in the capital of SMG (Jersey) which will be exchanged for Ordinary
Shares,  save  in  certain circumstances. If the maximum possible  number  of
shares in the capital in SMG (Jersey) are exchanged for Ordinary Shares under
this arrangement, this would result in the issue of 3,840,915 Ordinary Shares
(representing  approximately 5.1 per cent. of SMG's  diluted  share  capital,
after  taking account of the maximum number of new SMG Ordinary  Shares  that
may  be  issued pursuant to the Acquisition and the Offer).  The cash element
of  the consideration will fall due for payment in full on completion of  the
Acquisition.  Of this cash consideration, £125 million will be satisfied from
existing  and new SMG banking facilities while the balance will be  satisfied
from the proceeds of the Rights Issue described in more detail below.

Principal terms of the Rights Issue

SMG proposes to raise approximately £58.0 million, net of expenses, by way of
a rights issue of Stock Units to Qualifying Shareholders.

Upon  completion  of the Acquisition, each Stock Unit will  automatically  be
converted  into  one new SMG Ordinary Share.  This will be  achieved  by  the
automatic  conversion of each Stock Unit into one new SMG (Jersey) Preference
Share.   Subject to conversion of the Stock Units occurring,  SMG  offers  to
acquire all the SMG (Jersey) Preference Shares arising on conversion  on  the
basis  of one new SMG Ordinary Share for each SMG (Jersey) Preference  Share.
Under  the  terms  of  the Deed Poll, the Offer will  remain  open  and  will
automatically be accepted by Stockholders on conversion of the Stock Units.

Pursuant  to the Rights Issue, Qualifying Shareholders will be offered  Stock
Units at a price of 910p per unit on the following basis:

             1 Stock Unit for every 10 existing Ordinary Shares
                                      
and  so  in  proportion for any other number of Ordinary Shares held  at  the
close  of business on 7th January, 2000, the Record Date.  Fractions of Stock
Units  will  not  be  allotted to Shareholders (i.e. all  fractions  will  be
rounded  down) but will be aggregated and sold in the market for the  benefit
of the SMG Group.

Other  than Flextech's full pro rata entitlement pursuant to the Rights Issue
for  which  it has irrevocably committed to subscribe, the Rights  Issue  has
been  fully underwritten by Schroders.  The brokers to the Rights  Issue  are
Hoare  Govett.   The  Rights  Issue  is  conditional  upon  the  Underwriting
Agreement  having become unconditional and upon the admission  of  the  Stock
Units to the Official List becoming effective.  Listing of the Stock Units is
expected to become effective and dealings in them commence, nil paid, on 14th
January,  2000.   Dealings in the new SMG Ordinary Shares  to  be  issued  on
completion of the Offer are expected to commence during March or April 2000.

SMG  is  mindful of the Competition Commission's recent recommendations  with
regard  to  competitive tendering of sub-underwriting commissions.   However,
after careful consideration in connection with the Rights Issue, it does  not
believe that there would be material benefit to SMG and its shareholders from
such a process.

The  latest time for acceptance and payment in full in respect of the  Rights
Issue is 3.00p.m. on 3rd February, 2000 or such later date as Schroders,  SMG
and SMG (Jersey) may agree.

Conversion  of the maximum possible number of Stock Units issued pursuant  to
the  Rights Issue into SMG (Jersey) Preference Shares and exchange  of  those
shares for new SMG Ordinary Shares pursuant to the Offer would result in  the
issue  of  6,506,374 new SMG Ordinary Shares (representing approximately  8.6
per cent. of SMG's diluted share capital, after taking account of the maximum
number  of  new  SMG  Ordinary Shares that may  be  issued  pursuant  to  the
Acquisition  and  the  Offer).  The new SMG Ordinary Shares  will  be  issued
credited  as  fully  paid and will rank pari passu in all respects  with  the
existing  issued Ordinary Shares, save that they will not rank for the  final
dividend to be paid on 23rd May, 2000 in respect of the financial year  ended
31st December, 1999.  The dividend in respect of the six months to 30th June,
2000 will be paid in November 2000 to shareholders who are registered on  the
SMG  share  register  at a date to be fixed in October  2000.  Provided  that
conversion of the Stock Units has occurred prior to the record date  relating
to this dividend payment, the new SMG Ordinary Shares will rank pari passu in
all  respects  with the existing issued Ordinary Shares in  respect  of  this
dividend.

To  enable funds advanced by SMG shareholders to be repaid if the Acquisition
is  not completed, those Shareholders taking up their rights pursuant to  the
Rights Issue will be entitled to units of convertible unsecured loan stock in
SMG  (Jersey),  a wholly-owned Jersey incorporated subsidiary  of  SMG.   The
Stock Units are constituted by the Deed Poll.  The Stock Units will be repaid
in  the  amount actually paid up on the Stock Units on 31st August, 2000,  if
they  have not been converted or repaid before that date together, in certain
circumstances, with interest.

It  is  the  intention  of  SMG and SMG (Jersey)  that,  if  the  Acquisition
Agreement has terminated prior to that date, the Stock Units should be repaid
earlier.   Should  the amount paid up on the Stock Units  be  repayable,  SMG
(Jersey) shall pay to holders of Stock Units interest on the amount repaid at
the  overnight  money  market rates available to SMG  (Jersey).   In  certain
circumstances  no  interest will be payable on repayment,  including  if  the
Stock Units are converted in accordance with the terms of the Deed Poll or if
the  Resolution  is  not passed.  SMG has guaranteed all obligations  of  SMG
(Jersey) in respect of the Stock Units under the terms of the Deed Poll.

Principal terms of the CULS Offer

In  accordance  with the terms of the CULS, holders of CULS  are  also  being
offered  the  right to subscribe for Stock Units on equivalent terms  to  the
Rights Issue.  Acceptance in full of the CULS Offer by holders of CULS  would
result  in  the issue of approximately 291,792 new SMG Ordinary  Shares  upon
completion  of the Acquisition (representing approximately 0.4 per  cent.  of
SMG's  diluted share capital, after taking account of the maximum  number  of
new  SMG  Ordinary Shares that may be issued pursuant to the Acquisition  and
the Offer ).  The CULS Offer is not being underwritten in any way.

Financial effects of the Acquisition

The  directors  of SMG believe that the acquisition of Ginger Media  will  be
earnings  enhancing  in  the  financial year  ending  31st   December,  2000,
excluding  the  impact of any exceptional items arising in  relation  to  the
Acquisition  and  the  impact  of  goodwill amortisation  under  FRS10.  This
statement  should not be interpreted to mean that SMG's future  earnings  per
share will necessarily be greater than its historical published earnings  per
share.

Current trading and prospects

SMG

Although the financial results for the year ended 31st December, 1999 are not
scheduled to be released until 22nd February, 2000, the directors of SMG  are
pleased   to  report  that  1999  was  another  year  of  strong  operational
performance for the Group, with good progress across both ongoing and  newly-
acquired businesses.

ITV  advertising  revenues increased strongly and solid  margin  improvements
were achieved across the Group's publishing operations.  The performance from
SMG's recently acquired outdoor and cinema advertising businesses has been in
line with initial expectations with future prospects encouraging.

In  addition,  the  successful launch during the year of the  Sunday  Herald,
SMG's  new  quality  Sunday  newspaper,  and  S2,  Scotland's  first  digital
terrestrial  television  channel, reinforced SMG's  strong  position  in  the
Scottish marketplace.

The  directors  of SMG are therefore pleased to report that 1999's  financial
performance was in line with management's expectations and that the Group  is
looking forward with confidence to another year of continued progress.

Ginger Media

The Ginger Media Group is performing to budget in the current financial year.
Ginger Media's trading since its audited results to 31st July, 1999 has  been
strong,  benefiting from the buoyancy in the radio market and  a  significant
increase  in the number of commissioned television programmes, all  of  which
together  underpin the positive prospects for the Ginger  Media  Group  as  a
whole.

Enlarged Group

Accordingly,  the  directors of SMG are confident  of  the  outlook  for  the
Enlarged Group in SMG's current financial year.

Scheme of arrangement

SMG  announces today that it proposes to establish a new holding company  for
the  Group  which  will  be called SMG plc in order to  reflect  the  broader
national media presence of the Group.  The new company will encompass all  of
the  Group's existing and proposed operations.  This will be effected by  way
of  a  scheme of arrangement which is expected to be proposed to Shareholders
at  the  next Annual General Meeting of the Company, scheduled for May  2000,
and which will require shareholder approval.

Approvals

Extraordinary General Meeting

An  Extraordinary General Meeting of the Company will be held at the  offices
of  the Company, Cowcaddens, Glasgow at 12.00 noon on 31st January, 2000,  at
which  a  resolution will be proposed to approve the Acquisition, to increase
the authorised share capital of the Company and to authorise the Directors to
allot   Ordinary  Shares.   It  is  a  condition  of  the  Acquisition   that
Shareholders approve the Acquisition.

Radio Authority

Completion  of  the  Acquisition  is  conditional  on  The  Radio   Authority
indicating  that it does not object to the Acquisition.  The Radio  Authority
will be required, inter alia, to conduct a public interest test in accordance
with  current cross-media regulations.  A formal notification by the  parties
concerned is being made to The Radio Authority today and it is expected  that
The  Radio Authority review process will be completed in March or April 2000.
The directors of SMG and Ginger Media are confident that the transaction will
receive the required approval.

Directors' intentions in relation to the Rights Issue

The  executive directors of SMG intend to take up their full entitlements  to
subscribe for Stock Units under the Rights Issue. The non-executive directors
of  SMG  intend to take up at least such part of their entitlements to  Stock
Units  as  may  be funded by the net proceeds of the sale of the  balance  of
their entitlements.

13th January, 2000
_____________________________________________________________________________



Press Enquiries

SMG                                           0171 404 5959 (on 13th January)
Andrew Flanagan, Chief Executive                   0141 300 3300 (thereafter)
Gary Hughes, Group Finance Director
Callum Spreng, Corporate Affairs Director

Schroders                                                       0171 658 6000
David Wormsley
Simon Gluckstein

Hoare Govett                                                    0171 678 8000
Mark Astaire

Brunswick                                                       0171 404 5959
James Hogan

A  presentation to analysts and institutions will be held at 9.30 a.m.  today
(13th  January,  2000)  at  the  offices  of  ABN  AMRO  Hoare  Govett,   250
Bishopsgate, London EC2.

Schroders,  which  is  regulated  in the UK by  The  Securities  and  Futures
Authority  Limited,  is acting for SMG and SMG (Jersey) in  relation  to  the
Acquisition  and Rights Issue and for no-one else and will not be responsible
to  any  person other than SMG and SMG (Jersey) for providing the protections
afforded  to  customers  of Schroders or for advising  any  other  person  in
relation to the Acquisition and Rights Issue.

Schroders  has  approved  this  announcement as an  investment  advertisement
solely for the purpose of section 57 of the Financial Services Act 1986.

Not  for  release, publication or distribution in or into the United  States,
Canada  or Australia.  Neither the new Ordinary Shares or the Stock Units  to
be  issued under the Rights Issue nor the Provisional Allotment Letters  have
been  nor will they be registered under the United States Securities  Act  of
1933,  as  amended, or under the securities laws of any State of  the  United
States  or  any  province or territory of Canada or Australia  or  under  the
relevant  securities laws of the Republic of Ireland and, subject to  certain
exemptions, they may not be offered, sold, accepted, renounced or taken up or
delivered,  directly  or  indirectly, in or into the United  States,  Canada,
Australia or the Republic of Ireland.

This  summary  should  be  read in conjunction with  the  full  text  of  the
following announcement.
                                      
                                 APPENDIX I

                        Expected timetable of events

                                                                         2000
                                                                             
Record date for the Rights Issue and the CULS Offer               7th January
                                                                             
Posting of the circular and Provisional Allotment               13th January
Letters
                                                                             
Dealings to commence in rights to subscribe for Stock           14th January
Units, nil paid
                                                                             
Latest time for receipt of forms of proxy for the               29th January
Extraordinary General Meeting
                                                                             
Extraordinary General Meeting                                    31st January
                                                                             
Latest time for splitting Provisional Allotment Letters,        1st February
nil paid
                                                                             
Latest time for acceptance and payment in full                   3rd February
                                                                             
Latest time for splitting Provisional Allotment Letters,       15th February
fully paid
                                                                             
Latest time for registration of renunciation of fully          17th February
paid Provisional Allotment Letters
                                                                             
Expected date for despatch of certificates for Stock      no later than 24th
Units                                                               February
                                                                             
Expected date for completion of the Acquisition,                 March/April
conversion of Stock Units, completion of the Offer and
commencement of dealings in new SMG Ordinary Shares
                                                                            

                                 APPENDIX II

                                 Definitions

In  this  announcement, the following expressions shall  have  the  following
meanings, unless the context otherwise requires:

'Act'                     the Companies Act 1985, as amended
                          
'Acquisition'             the  proposed acquisition by SMG (Jersey)  of  the
                          entire issued share capital of Ginger Media
                          
'Acquisition Agreement'   the  agreement  dated 13th January, 2000  pursuant
                          to  which  SMG (Jersey) has agreed to acquire  the
                          entire issued share capital of Ginger Media
                          
'Admission'               the  admission  of  the Stock Units  and  new  SMG
                          Ordinary Shares to the Official List
                          
'CULS'                    the  outstanding £23,213,030 convertible unsecured
                          loan stock due 2007 issued by SMG
                          
'CULS Offer'              the  offer  being made to Qualifying CULS  holders
                          to  subscribe for Stock Units on terms  equivalent
                          to the Rights Issue
                          
'Deed Poll'               the deed poll constituting the Stock Units, to be
                          executed by SMG and SMG (Jersey)
                          
'Directors' or 'Board'    the directors of SMG
                          
'Enlarged Group'          the Group as enlarged by the Acquisition
                          
'Extraordinary General    the extraordinary general meeting of SMG to be
Meeting' or 'EGM'         held on 31st January, 2000
                          
'Flextech'                Flextech plc
                          
'Ginger Media'            Ginger Media Group Limited
                          
'Ginger Media Group'      Ginger Media and its subsidiaries
                          
'Hoare Govett'            Hoare Govett Limited, a member of ABN Amro Group
                          
'Issue Price'             910p per new SMG Ordinary Share
                          
'London Stock Exchange'   the London Stock Exchange Limited
                          
'new SMG Ordinary Shares' the new Ordinary Shares to be issued, credited  as
                          fully paid, pursuant to the Offer
                          
'Offer'                   the offer by SMG for all the SMG (Jersey)
                          Preference Shares to be completed on conversion
                          of the Stock Units
                          
'Official List'           the  Daily  Official  List  of  the  London  Stock
                          Exchange
                          
'Ordinary Shares'         ordinary shares of 10p each in the capital of  the
                          Company
                          
                          
'Provisional Allotment    the   white   and  pink  renounceable  provisional
Letters'                  allotment  letters relating to  the  Rights  Issue
                          and   the   CULS   Offer,  being   despatched   to
                          Qualifying   Shareholders  and   Qualifying   CULS
                          holders respectively
                          
'Qualifying CULS holders' holders  of  CULS on the register of CULS  holders
                          on  the  Record Date, other than certain  overseas
                          holders
                          
'Qualifying Shareholders' shareholders  on the register of  members  of  the
                          Company  on  the Record Date, other  than  certain
                          overseas shareholders
                          
'Record Date'             the close of business on 7th January, 2000
                          
'Resolution'              the ordinary resolution of SMG contained in the
                          notice of the Extraordinary General Meeting
                          
'Rights Issue'            the proposed issue by way of rights of Stock
                          Units to Qualifying Shareholders
                          
'Schroders'               J. Henry Schroder & Co. Limited and any of its
                          affiliates, as the context so requires
                          
'Shareholders'            holders of Ordinary Shares
                          
'SMG' or 'Company'        Scottish Media Group plc
                          
'SMG Group' or 'Group'    SMG and its subsidiaries
                          
'SMG (Jersey)'            Scottish Media Group (Jersey) Limited, a wholly-
                          owned subsidiary of SMG incorporated in Jersey
                          which is issuing the Stock Units pursuant to the
                          Rights Issue
                          
'SMG (Jersey) Preference  fixed rate preference shares of 10p each in the
Shares'                   capital of SMG (Jersey)
                          
'Stockholders'            persons registered or entitled to be registered
                          as the holders of the Stock Units
                          
'Stock Units'             the units of convertible unsecured loan stock of
                          910p each in SMG (Jersey) to be issued pursuant
                          to the Rights Issue and the CULS Offer
                          
'Underwriting Agreement'  the conditional underwriting agreement dated 13th
                          January, 2000 between SMG, SMG (Jersey) and
                          Schroders
                          
'United Kingdom' or 'UK'  the United Kingdom of Great Britain and Northern
                          Ireland