RNS Number:7168Z
Lazard & Co., Ltd (Panmure Gordon)
14 June 2004


                                 EMM DISCLOSURE
                                                             FORM 38.5 (SUMMARY)

Lodge with a RIS and the Takeover Panel. Use a separate form for each class of
securities in which dealings have been made.

CONNECTED EXEMPT MARKET- MAKERS:
DISCLOSURE UNDER RULE 38.5 OF THE CITY CODE ON TAKEOVERS AND MERGERS

Name of EMM

Lazard & Co., Limited (Panmure Gordon)

Date of disclosure

14 June 2004

Contact name

Tom Forcier

Telephone number

020 7187 2252

Please see attached disclosure of dealings under Rule 38.5 in the securities
of the following companies:

Celltech

AMENDMENT

If the attached Rule 38.5 disclosure is to amend a previous disclosure, please
state which element(s) of previous disclosure was incorrect:


In the case of option business or dealings in derivatives full details should be
given on a separate sheet so that the nature of the dealings can be fully
understood. For options this should include the number of securities under
option, the exercise period (or in the case of exercise, the exercise date), the
exercise price and any option money paid or received. For derivatives this
should include, at least, the number of reference securities to which they
relate (when relevant), the maturity date (or if applicable the closing out
date) and the reference price.

For full details of the disclosure requirements see Rules 8 and 38 of the Code.
If in doubt contact the Monitoring Section of the Panel, Tel. No: 020 7638 0129.
Email: monitoring@disclosure.org.uk

                                                                       FORM 38.5
CONNECTED EXEMPT MARKET-MAKERS:
DISCLOSURE UNDER RULE 38.5 OF THE CITY CODE ON TAKEOVERS AND MERGERS

Dealing in (name of company)

Celltech Group

Class of security

Ordinary shares

Date of disclosure

14 June 2004

Date of dealing

11 June 2004

Name of EMM

Lazard & Co., Limited (Panmure Gordon)

Name of offeree/offeror with whom connected

UCB SA

Total number of securities purchased

                                                                             0

Highest price paid*

n/a

Lowest price paid*

n/a

Total number of securities sold

                                                                        34,887

Highest price received*

                                                                           548p

Lowest price received*

                                                                           548p

*Currency must be stated



                      This information is provided by RNS
            The company news service from the London Stock Exchange

END
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