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GKN PLC (GKN)

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Thursday 20 May, 2004

GKN PLC

Result of AGM


                                    GKN plc                                    

Directors

As announced previously, Roy Brown has succeeded Sir David Lees as Chairman of
GKN following Sir David's retirement at the Company's Annual General Meeting
held today. On becoming Chairman, Roy Brown has ceased to be a member of both
GKN's Audit and Remuneration Committees. Dr Klaus Murmann, non-executive
Director, also retired at today's AGM.

Sir Peter Williams succeeds Roy Brown as chairman of the Audit Committee. Sir
Peter joined GKN as a non-executive Director in 2001.

AGM Resolutions

All the resolutions proposed at the Annual General Meeting were passed. Copies
of the resolutions concerning special business have been submitted to the UK
Listing Authority and will shortly be available for inspection at the UK
Listing Authority's Document Viewing Facility.

The items of special business approved at the AGM were:

(a) approval of the Report on Directors' Remuneration;

(b) authority to purchase the Company's Ordinary Shares;

(c) amendment to the Company's Articles of Association re treasury shares;

(d) approval of the GKN Long Term Incentive Plan 2004;

(e) approval of the GKN Executive Share Option Scheme 2004; and

(f) approval of overseas executive incentive schemes.

With regard to item (b) above, it was stated at the Annual General Meeting that
'whilst we have no present intention of making such purchases the possibility
may be reviewed by the Board in the light of the potential transaction
concerning our shareholding in AgustaWestland. In any event we would only make
such purchases if to do so enhanced earnings per share.'

The UK Listing Authority's Document Viewing Facility is situated at:

Financial Services Authority   
                               
25 The North Colonnade         
                               
Canary Wharf                   
                               
London                         
                               
E14 5HS                        

Tel. no. (0)20 7676 1000

G Denham

Company Secretary

20 May 2004