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Caledonia Inv PLC (CLDN)

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Friday 16 June, 2000

Caledonia Inv PLC

Stmt re Sun Int'l Hotels Ltd

Caledonia Investments PLC
16 June 2000


Set out below is the full text of a press release made
today by Sun International Hotels Limited.


Paradise Island, The Bahamas, June 16, 2000 - Sun
International Hotels Limited (NYSE:SIH) announced today
that the Company has received a letter from Sun
International Investments Limited advising the Company it
was not able to negotiate a mutually satisfactory
transaction with the Special Committee of the Board of
Directors of the Company that was formed to consider its
proposal to acquire for $24 per share in cash all of the
outstanding ordinary shares of the Company not already
owned by Sun International Investments Limited or its
stockholders.  Sun International Investments Limited
further advised the Company that its proposal has been
withdrawn.  The proposal was subject to a number of
conditions, including the approval of the Special
Committee of the Board of Directors of the Company.

In order to allow stockholders of the Company to sell at
least a portion of their ordinary shares at the price
formerly proposed by Sun International Investments
Limited, the Board of Directors of the Company has
approved a self-tender offer for up to 5,000,000 shares at
a $24 per share cash price. Neither the Company nor its
Board of Directors is making any recommendation as to
whether the holders of ordinary shares should tender.

The self-tender offer is expected to commence shortly and
will be made only by an Offer to Purchase and related
materials, copies of which will be filed with the
Securities and Exchange Commission and mailed to the
Company's stockholders.  The selftender offer will be
subject to the terms and conditions set forth in the Offer
to Purchase, including the condition that the ordinary
shares of Sun International Hotels Limited continue to be
listed for trading on the New York Stock Exchange and that
the Company remain subject to the periodic reporting
requirements of the Securities Exchange Act of 1934. In
the self-tender offer, unlike the withdrawn proposal, each
stockbroker would be able to decide individually whether
to sell ordinary shares (subject to proration if over
5,000,000 shares are tendered) or continue as an equity
holder of the Company.  The Company has been advised that
the ordinary shares held by Sun International Investments
Limited and its stockholders aggregating approximately 53%
of the total outstanding shares of the Company will not be
sold in the selftender.  Officers and directors of the
Company, including those affiliated with Sun International
Investments Limited, may elect to participate in the self-

The Company further announced that it expects its second
quarter earnings per share (excluding land sales and
certain non-recurring items) to be in the range of $0.53
and $0.58. The second quarter's results were adversely
affected by disappointing trading at the Company's
Atlantic City property and a lower than expected hold
percentage at the Atlantis Casino.

The Company's current expansion to the Ocean Club is
scheduled to be completed in October at a cost of
approximately $50 million.  This expansion consists of an
additional 50 deluxe rooms, including 10 luxurious suites,
two new restaurants, one of which will be associated with
the renowned restaurateur, Jean Georges and significant
enhancements to the existing pool and garden areas.  On
the east end of Paradise Island, the Company is in the
process of completing the redevelopment of the golf course
under the direction of Tom Weiskopf and the infrastructure
to support the Ocean Club Estates housing development
surrounding the golf course at a cost of approximately $50
million.  The championship golf course is scheduled to
open in December.  Sales of the home sites at the Ocean
Club Estates have exceeded expectations; approximately 100
of the available 121 sites have been sold, and the Company
expects to realise approximately $100 million in net
proceeds by June 30, 2000.  In addition, during the second
quarter, construction began on the first phase of the
Atlantis timeshare resort, an 82-unit timeshare property
being developed by a joint venture between the Company and
Starwood Hotel and Resorts.  Timeshare sales began in May.

During the second half of this year, the Company expects
to implement an extensive maintenance capital expenditure
program of approximately $15 million at the Beach Towers.
This program is scheduled to begin in August and be
completed in December, and will include the renovation of
the 425 rooms at the Beach Towers and improvements to
certain public spaces. The disruption caused by this
program is expected to reduce revenues for the second half
of the year by approximately two to three million dollars.

During the past year, the Company has devoted its
development resources to repairs necessitated by last
year's Hurricane Floyd and the development of the Ocean
Club, golf course and timeshare projects, as well as the
$800 million Mohegan Sun project.  Considering its
available development resources and alternative uses of
capital, the Company has postponed its planned 700-room
Phase III hotel project at Atlantis and as a result an
annual tax credit of approximately $3.0 million pursuant
to the Company's agreement with the Bahamian government
has been suspended.  Under its agreement with the Bahamian
government, this tax credit is to be reinstated in the
event the Company begins construction of the Phase III
project.  Although the Company currently has no plans to
proceed with the Phase III development, it will continue
to consider the results at its Paradise Island operations
as well as general business trends and alternative uses of
its capital in determining the timing of proceeding with
Phase III.

This press release contains forward-looking statements,
which are made pursuant to the safe harbor provisions of
the Private Securities Litigation Reform Act of 1995.
These forward-looking statements involve risks and
uncertainties that could cause actual results to differ
materially from the forward-looking statements.  Such
risks and uncertainties are described in the Company's
public filings with the Securities and Exchange

Investors and stockholders are strongly advised to read
the tender offer statement and related materials regarding
the self-tender offer referred to in this press release
when they become available, because they will contain
important information.  The tender offer statement and
related materials will be filed by the Company with the
Securities and Exchange Commission.  Investors and
Stockholders may obtain a free copy of the tender offer
statement (when available) and related materials filed by
the Company at the SEC's web site at
The tender offer statement and related materials may also
be obtained for free by directing such request to the
Company at (242) 363 6015.

Sun International Hotels Limited is an international
resort and gaming company incorporated in The Bahamas,
which develops, operates and manages premier resort and
casino properties.'

Caledonia Investments plc has a one third interest in Sun
International Investments Limited which, together with its
stockholders, controls approximately 53% of Sun
International Hotels Limited's outstanding ordinary

Peter Buckley Chairman & Chief Executive, Caledonia
Investments plc Tel: 020 7481 4343


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