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Friday 18 February, 2005

HIP IV Inc

SAR - Elementis PLC

HIP IV Inc
17 February 2005

                                                        FORM SAR 3


                                       Date of disclosure...17 February 2005....

                 DISCLOSURE UNDER RULE 3 OF THE RULES GOVERNING
                   SUBSTANTIAL ACQUISITIONS OF SHARES ('SARs')

                 
Date of acquisition......17 February 2005.......................................

Acquisition in...........Elementis PLC.........................(name of company)


(1) Class of voting shares    Number of shares/rights   If rights over shares
    (eg ordinary shares)      over shares acquired      acquired, as opposed
                                                        to the shares
                                                        themselves, specify
                                                        nature of rights

    ...Ordinary.........      ...2,000,000....shares    .....................
                              ...N/A..........rights


(2) Resultant total holding   Resultant total holding   Total percentage
    of voting shares (and %   of rights over shares
    of total voting shares    (and % of total voting
    in issue)                 shares in issue)

unaggregated:
65,323,071 shares.....(15.14%)   ....n/a ........(    %)  unaggregated: (15.14%)

aggregated                                                aggregated 
(see 4(b) below):                                         (see 4(b) below):
65,695,000 shares     (15.23%)                                          (15.23%)

(3) Party making disclosure......HIP IV Incorporated............................  

(4)  (a)  Name of person acquiring shares or rights over shares ............
                                              Hanover Investors Partners - V,LLC
          and, if different, beneficial owner............................... 

     (b)  Names of any other persons acting by
          agreement or understanding (see SAR 5)..Hanover Investors Partners 
                                                IV-L.P.(owner of 371,929 shares) 

Signed, for and on behalf of the party named in (3) above...................

(Also print name of signatory).....Craig McKibben...........................

Telephone and extension number.....+1 212 735 1000..........................

Note 1. Under SAR 5, the holdings of and acquisitions by persons acting by
agreement or understanding must be aggregated and treated as a holding of or
acquisition by one person.  Note 3 on SAR 5 requires persons who must aggregate
holdings to disclose certain disposals.

Note 2: The resultant total percentage holding of voting shares and rights over
shares is to be calculated by reference to the percentage held and in issue
outside treasury.

For full details of the SARs disclosure requirements, see Rules 3 and 5 of the
SARs.  If in doubt, contact the Panel on Takeovers and Mergers, Monitoring
Section, Tel. No: 020 7638 0129. E-mail: monitoring@disclosure.org.uk





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